Agenda packet — Modesto City Council, August 26, 2025 (part 4 of 5)

heart health screenings, to include vascular imaging, advanced lipid testing, and biomarkers that are effective in detecting the early stages of cardiovascular disease.

On June 11, 2024, by Resolution No. 2024-211, Council approved an agreement with Sigma Tactical Wellness, Austin, Texas, for Comprehensive Heart Health Assessments for First Responders for a total not to exceed $115,464. Sigma Tactical Wellness was bought by Telemedicine Group DE LLC in 2025.

DISCUSSION:

Wellness programs in police departments are essential for maintaining the health and effectiveness of law enforcement officers. The demanding nature of police work, characterized by unpredictable hours, high-stress situations, and physical demands, significantly elevates the risk of both physical and mental health issues among officers. Implementing wellness programs that include regular health assessments, mental health resources, fitness programs, and nutritional guidance can lead to improved officer well-being, enhanced job performance, and increased morale. Moreover, such initiatives not only help in reducing long-term healthcare costs by preventing serious health issues but also foster a supportive work environment that emphasizes the importance of health and safety. Ultimately, these programs are crucial in ensuring that officers are prepared to handle the rigors of their roles, enhancing both community safety and trust in law enforcement.

Aligned with the Modesto Police Department’s strategic goal of focusing on the health and wellness of our employees, Telemedicine Group DE LLC provides specialized health assessments tailored to meet the unique needs of first responders, focusing on early detection and prevention of cardiovascular and metabolic conditions. Their services include advanced diagnostic tests such as Exercise Electrocardiograms (ECG) with physician interpretation, Cardiometabolic Stress Tests with Expiratory Gas Analysis, and Carotid Intima-Media Thickness (CIMT) Ultrasound screenings. Additionally, they employ innovative techniques to identify unique biomarkers associated with cardiac inflammatory responses, which are critical for predicting cardiovascular risks. These comprehensive assessments are complemented by in-depth consultations with exercise physiologists and nutritional analysis, providing first responders with personalized health and wellness plans designed to optimize their long-term health and performance in their demanding roles. This strategic investment not only supports individual officer health but also enhances overall departmental readiness and reduces longterm healthcare costs.

Telemedicine Group DE LLC makes screening convenient by conducting their comprehensive health screenings directly on-site at police department facilities. This approach minimizes disruptions to officers' schedules and eliminates the need for travel, making it easier for departments to ensure widespread participation. By bringing their specialized services, including advanced diagnostics and health assessments, directly to the officers, Telemedicine Group DE LLC ensures that first responders have easy and immediate access to crucial health interventions right where they work.

Telemedicine Group DE LLC has been adopted by several law enforcement agencies across the nation, highlighting its effectiveness in boosting the health and wellness of first responders.

In California, prominent departments such as the San Francisco Police Department, Los Angeles County Sheriff's Department, San Diego Police Department, Livermore Police Department, and the Stanislaus County Sheriff's Office have incorporated Telemedicine Group #11..
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City Council, August 26, 2025
Telemedicine Group DE LLC Comprehensive Heart Health Assessments for First Responders

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DE LLC’s services. These agencies have seen significant benefits from the program’s thorough health assessments and customized wellness strategies, showcasing Telemedicine Group DE LLC's capability to enhance officer health and operational readiness in a variety of law enforcement settings.

The Modesto Police Department first utilized Sigma Tactical Wellness in 2024, and the program was highly successful. Nearly all participating staff reported valuable and actionable feedback regarding their cardiovascular health and overall wellness. Several officers identified early indicators of potential health concerns, allowing them to take proactive steps with their healthcare providers. The assessments also reinforced positive lifestyle habits among our workforce and provided an important reminder of the department’s commitment to their wellbeing. Based on the overwhelmingly positive response and tangible health benefits, staff strongly supports continuing this program in 2025.

Building on last year’s success, this year’s program will expand to include the HeartStart Program, which offers targeted follow-up and maintenance screenings for personnel who previously completed the full-service evaluation. The service ensures returning participants have ongoing cardiovascular monitoring to track changes over time and compare results to their previous year’s baseline. This year-over-year comparison allows both participants and healthcare providers to identify trends, measure progress, and detect any new or emerging health risks at an earlier stage. The HeartStart Program includes an advanced lipid panel with cardiac inflammatory biomarker analysis, comprehensive laboratory testing for key health indicators, a consultation with an advanced practice provider, in-depth nutritional analysis, and an aggregated data report delivered to command staff. This addition ensures officers who have already completed a full-service screening can continue to benefit from timely health insights, reinforcing the department’s commitment to sustained wellness support.

Investing in Telemedicine Group DE LLC's services will provide vital benefits such as improved health outcomes and operational readiness, reduced healthcare costs through preventive care, and enhanced morale and job satisfaction among officers. The specialized assessments are designed to address the unique physical and psychological demands faced by our officers, supporting their ability to serve effectively. This initiative is a crucial step towards fulfilling our commitment to prioritizing the well-being of our personnel, ensuring they are fit, healthy, and ready to meet the challenges of their duties.

Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality.” Here, Telemedicine Group DE LLC should be exempt from the formal bidding procedure in accordance with MMC 8-3.204(d) as the department’s research has shown that at current, no other alternative can match the price, quality and scope of work offered. Therefore, staff recommends an agreement for the comprehensive heart health assessments for first responders with Telemedicine Group DE LLC should be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(d) as Telemedicine Group DE LLC’s unique and specialized services for first responders is unmatched.
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FISCAL IMPACT:

Funding for the purchase of Telemedicine Group DE LLC Comprehensive Heart Health Assessments for First Responders, and any associated costs, is not to exceed $112,820 and will be purchased with funds from the Byrne Justice Assistance Grant (BJAG). Any future screening agreements will come before the Council once funding has been identified. This purchase will not impact the General Fund.

COMMITTEE RECOMMENDATION:

Due to the urgent nature of the action needed, this item was not presented to a Council Committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement with Telemedicine Group, DE LLC, Sacramento, California, for Comprehensive Heart Health Assessments for First Responders for a total amount not to exceed $112,820; and authorizing the City Manager, or his designee, to execute the Agreement.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Agreement

3. Financial Interest Disclosure form

4. CA Levine Act Disclosure form

5. Signed Bid Waiver
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08/26/2025/MPD/CAdams/ItemX 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-?

RESOLUTION APPROVING THE AGREEMENT WITH TELEMEDICINE

GROUP, DE LLC, SACRAMENTO, CALIFORNIA, FOR COMPREHENSIVE

HEART HEALTH ASSESSMENTS FOR FIRST RESPONDERS FOR A TOTAL AMOUNT NOT TO EXCEED $112,820; AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, recognizing the importance of the health and well-being of personnel, the Modesto Police Department established a Wellness committee in 2023; and
WHEREAS, this committee researches and addresses several initiatives related to employee health and wellness; and
WHEREAS, members of the Wellness committee researched companies who provide advanced cardiovascular and metabolic screenings designed around the unique physiological and psychological profiles of law enforcement personnel, and WHEREAS, the Modesto Police Department applied for and received funding from the Edward Byrne Memorial Justice Assistance Grant to evaluate and secure a vendor to conduct comprehensive heart health screenings; and WHEREAS, the Wellness committee found that Telemedicine Group DE LLC provides comprehensive screenings in line with what the Wellness committee found beneficial; and
WHEREAS, on June 11, 2024, by Resolution No. 2024-211, Council approved an agreement with Sigma Tactical Wellness, Austin, Texas, for Comprehensive Heart Health Assessments for First Responders for a total not to exceed $115,464; and WHEREAS, the Modesto Police Department first utilized Sigma Tactical Wellness in 2024, and the program was highly successful; and
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WHEREAS, Sigma Tactical Wellness was bought by Telemedicine Group DE LLC in 2025; and
WHEREAS, building on last year’s success, this year’s program will expand to include the HeartStart Program, which offers target follow-up and maintenance screening for personnel who previously completed the full-service evaluation; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment or contractual service to follow formal bid procedures. However, exceptions to the formal bidding process are granted in MMC 8-204(d) “Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set in Section 8-3.203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality.” Telemedicine Group DE LLC is exempt from the formal bidding procedures as Telemedicine Group DE LLC provides a unique and specialized service for first responders.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto approves an agreement with Telemedicine Group DE LLC for comprehensive heart health assessments for First Responders for a total not to exceed $112,820.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is authorized to execute the Agreement, in a form approved by the City Attorney. #11..
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08/26/2025/MPD/CAdams/ItemX 3 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 26th day of August, 2025, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _______________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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Services Agreement

SERVICES AGREEMENT
This Services Agreement (“Agreement”) is entered into as of _______________(the “Effective Date”) by _______________________ (“Client”) and Telemedicine Group, DE LLC (“Sigma”). Client and Sigma may be referred to individually as a “Party” and collectively as the “Parties.” The Parties agree as follows:

1. SIGMA’S SERVICES. Sigma will perform the services as specified in Exhibit A (collectively, the “Services”).

2. BILLING, TAXES, AND INSURANCE

2.1. As consideration for the Services provided, Client shall pay Sigma fees in accordance with the fee schedule set forth in Exhibit A (“Fee Schedule”). Unless otherwise provided in the Fee Schedule, Sigma will invoice Client for the Services provided, and Client shall pay Sigma’s invoices within thirty (30) days of receipt of invoice. Any late payment will be subject to an interest penalty of the lower of: (a) one percent (1.0%) per month or (b) the maximum rate permissible by law, until paid in full. Client shall complete the Account Setup Form attached hereto as Exhibit B and provide other billing information requested by Sigma.

2.2. Client is responsible for payment of all taxes (including without limitation sales tax) imposed by any federal, state or local governmental entity on the transactions contemplated by this Agreement, excluding only Sigma’s income taxes.

2.3. Both Parties shall maintain at their sole cost and expense during the term of this Agreement adequate insurance customary to each Party’s operations. Each Party shall furnish to the other Party, at such Party’s request, certificates of insurance or other adequate evidence of coverage.

2.4. Sigma shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City of Modesto as may be required by the City Clerk of the City of Modesto. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of the same shall be given to the Risk Manager of the City of Modesto by registered mail, return receipt requested, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage; general aggregate limit of $2,000,000. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automotive Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation – in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

City of Modesto
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d. Medical Malpractice Insurance – Sigma Tactical agrees to procure and maintain medical malpractice insurance in the minimum amount of $1,000,000 during the term of this Contract. Said policy shall provide coverage for liability imposed by law or contract arising out of an error, omission or negligent act in the performance, or lack thereof, of professional services and any physical property damage, bodily injury or death resulting there from, with a limit of not less than $1,000,000 per claim and in the aggregate. The insurance shall include a vicarious liability endorsement to indemnify, defend, and hold harmless City of Modesto for claims arising out of covered medical professional services and shall have an extended reporting period of not less than five years. That policy retroactive date coincides with or precedes Sigma’ s start of work (including subsequent policies purchased as renewals or replacements). If the policy is terminated for any reason during the term of this Agreement, Sigma shall either purchase a replacement policy with a retroactive date coinciding with or preceding the retroactive date of the terminating policy, or shall purchase an extended reporting provision of at least five years to report claims arising from work performed in connection with this Agreement and a replacement policy with a retroactive date coinciding with or preceding the expiration date of the terminating policy.

If this Agreement is terminated or not renewed, Sigma shall maintain the policy in effect on the date of termination or non-renewal for a period of not less than five years there from. If that policy is terminated for any reason during the five-year period, Sigma shall purchase an extended reporting provision at least covering the balance of the five year period to report claims arising from work performed in connection with this Agreement or a replacement policy with a retroactive date coinciding with or preceding the retroactive date of the terminating policy.

All policies of insurance shall provide for the following:
a. Name the City of Modesto, members of the City Council, its officers, agents and employees, as additional insureds with coverage equal to ISO form CG 2010, except with respect to Workers’ Compensation and Professional Liability. b. Be primary and non-contributory with respect to all obligations assumed by Sigma pursuant to this Agreement or any other services provided. Any insurance carried by the City of Modesto shall not contribute to, or be excess of insurance maintained by Sigma, nor in any way provide benefit to Sigma, its affiliates, officers, directors, employees, subsidiaries, parent company, if any, or agents.
c. Be issued by insurance carriers with a rating of not less than A VII, as rated in the most currently available “Best Insurance Guide.”
d. Include a severability of interest clause and cross-liability coverage where City of Modesto is an additional insured. e. Provide a waiver of subrogation in favor of the City of Modesto, members of the City Council, its officers, agents and employees, and agents, for losses arising from work performed by Sigma for the City of Modesto.

If at any time any of said policies shall be unsatisfactory to the City of Modesto, as to form or substance or if a company issuing such policy shall be unsatisfactory to the City of Modesto, Sigma shall promptly obtain a new policy, #11..
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submit the same to the City of Modesto’s Risk Manager for approval and submit a certificate thereof as hereinabove provided.

Upon failure of the Sigma to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City of Modesto, may be forthwith declared suspended, or terminated. Failure of Sigma to obtain and/or maintain any required insurance shall not relieve the Sigma from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of Sigma concerning indemnification. The City of Modesto, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

Upon execution of this Agreement and each extension of the Term thereafter, Sigma shall cause its insurers to issue certificates of insurance evidencing that the coverages and policy endorsements required under this Agreement are maintained in force and that not less than 30 days written notice shall be given to City of Modesto prior to any material modification, cancellation, or non-renewal of the policies.

Certificates shall expressly confirm at least the following: (i) the City of Modesto’s additional insured status on the general liability, and auto liability policies; (ii) and the waiver of subrogation applicable to the workers’ compensation and professional liability policies. Sigma shall also furnish the City of Modesto with endorsements effecting coverage required by this insurance requirements clause. The endorsements are to be signed by a person authorized by the Insurer to bind coverage on its behalf. The certificate of insurance and all required endorsements shall be delivered to the City of Modesto.

Unless otherwise agreed by the parties, Sigma shall cause all of its subcontractors to maintain the insurance coverages specified in this Insurance section and name Sigma as an additional insured on all such coverages. Evidence thereof shall be furnished as the City of Modesto may reasonably request. The coverage types and limits required pursuant to this Agreement shall in no way limit the liability of Sigma.

3. CLIENT’S OBLIGATIONS

3.1. Client shall (i) allow Sigma to conduct presentations and workshops to educate Client and its workforce regarding the services offered by Sigma; (ii) be responsible for providing, at no cost to Sigma, all equipment, facilities, supplies, utilities, including high-speed internet and telephone service, and other services as Sigma shall reasonably determine from time to time to be necessary for the performance of Services. Client shall consult and collaborate with Sigma with respect to operational needs related to equipment, facilities, supplies, utilities, and other services to be provided pursuant to this Section.

3.2. Client shall be solely responsible for ensuring that all required patient consents and/or acknowledgments are obtained and documented in accordance with best practices and applicable laws and shall inform Sigma immediately of all communications received from regulatory authorities, notices of claims or potential claims related to any Services, and forward any written communications related thereto to Sigma. #11..
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4. COLLABORATION. Client will meet with Sigma from time to time as requested to collaborate and coordinate on the delivery of the Services.

5. QUALITY AND COMPLIANCE

5.1. Each Party shall comply with all applicable laws and regulations in effect.

5.2. Client agrees to maintain books, records and accounts relating to the receipt of the Services, and Sigma and its auditors shall be provided reasonable access to such books, records, and accounts and the right to perform a limited business review to verify compliance with this Agreement.

5.3. The Parties agree that it is not the intent or purpose of this Agreement, and no part of this Agreement shall be construed, to induce or encourage the referral of individuals to any particular health care provider for the furnishing or arranging for the furnishing of any health care item or service or ordering of any health care item or services. The Parties acknowledge that there is no requirement or any other agreement, explicit or implied, under this Agreement for a Party to refer individuals to any provider for health care items or services. Additionally, no payment made under this Agreement shall be in return for the referral of individuals in return for the purchasing, leasing, or ordering of any items or services from Sigma or any affiliates of Sigma. Neither Party will make payments or seek other remuneration under this Agreement which would be prohibited by law. It is the intent of the Parties to establish an independent business relationship which complies with applicable law. The compensation payable under this Agreement is based solely on the fair market value for the Services provided.

5.4. Nothing in these terms and conditions shall be construed as permitting Client to exercise control over the professional judgment or professional methods of Sigma and its professionals.

6. INTELLECTUAL PROPERTY

6.1. Sigma owns all right, title and interest (including patent rights, copyrights, trade secret rights, mask work rights, trademark rights, and all other intellectual property rights of any sort throughout the world) in and to the Services and documentation and derivative works thereof. Any use by Client of Sigma’s then-current names, marks, logos, and other identifiers for the Services (i) requires Sigma’s prior written approval, (ii) shall comply with Sigma’s standards and usage guidelines for such use, and (iii) shall cease upon expiration or termination of this Agreement.

6.2. Client agrees to comply with Sigma’s branding guidelines with respect to the Services. Client shall not issue any press releases or similar public communication relating to this Agreement or the Services without the prior written approval of Sigma.

6.3. Client acknowledges on behalf of itself and its affiliates that Sigma and its affiliates possess certain existing intellectual property independently developed by Sigma and its affiliates and which relate to their business operations, including but not limited to proprietary methods and management tools to support the activities #11..
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of such business operations, which shall remain the exclusive property of Sigma and its affiliates. The Parties agree that any improvements, modifications or developments to such intellectual property during the course of providing any Services shall be the exclusive property of Sigma and its affiliates.

6.4. Client acknowledges and agrees the Services and any other deliverables provided pursuant to this Agreement constitute part of Sigma’s proprietary information, and except for any rights expressly granted herein, Client retains ownership of the Services and deliverables to the fullest extent permissible under applicable law. The Services and all other rights with respect to any intellectual property developed, delivered, or utilized by Sigma in connection with the Services is the exclusive property of Sigma and such intellectual property shall not be deemed to be “works made for hire.” To the extent any of Sigma’s or its affiliates’ intellectual property is embodied or contained in any deliverables or work product hereunder, Sigma shall grant only grant a nonexclusive license to Client for the intended and ordinary use during the term of this Agreement, which use expressly excludes resale or distribution. Nothing herein shall cause or imply any sale, license, or other transfer of proprietary rights of or in any third-party software or materials from one party of this Agreement to the other.

7. CONFIDENTIALITY

7. 7.1. The Parties shall each take all reasonable efforts to ensure that this Agreement and any information related to the business, plans, technology, products or other information of the other Party acquired by virtue of this Agreement shall be kept confidential and shall not be disclosed or made use of except as necessary for the acquiring Party to perform its obligations under this Agreement. The provisions of this clause shall not apply to the extent that the information (i) is required to be used or disclosed to comply with applicable laws or regulations or with a court order, (ii) was in the public domain prior to its use or disclosure, (iii) was independently developed or discovered without use of the other Party’s confidential information, or (iv) was revealed by a third party having no obligation of confidentiality with regard to the information.

7.2. The Parties shall protect the privacy of all patient health information in accordance with the Privacy and Security Rules promulgated under the Health Insurance Portability and Accountability Act (“HIPAA”) as well as other applicable federal and state laws. A Party having knowledge of any unauthorized or improper uses or disclosures made while performing hereunder shall promptly report such unauthorized use or disclosure to the other Party.

8. DISCLAIMERS AND LIMIT OF LIABILITY

8.1. SIGMA DISCLAIMS ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, THAT (I) THE

RESULTS OF THE SERVICES SHALL BE FIT FOR ANY PARTICULAR PURPOSE, OR (II) THE SERVICES WILL PRODUCE A PARTICULAR RESULT OR BE 100% SUCCESSFUL OR ACCURATE.

8.2. In the event of any deficiently performed Services, Client’s sole remedy against Sigma in such instance shall be for Sigma to re-perform the Services at its own cost, and Sigma’s total liability to Client (whether for breach of contract, negligence or otherwise) with respect to the Services under the Agreement shall be limited to the revenue it received from Client during this Agreement. Except for damages arising out of #11..
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willful or reckless conduct or a violation of applicable law, neither Party shall be liable to the other for indirect, incidental, consequential, exemplary or special damages, including without limitation damages for lost profit, regardless of the form of action, whether contract, warranty, strict liability or tort.

8.3. Client represents and warrants that, as of the Effective Date and during the term of this Agreement: (i) Client possesses and agrees to maintain all licenses, registrations and approvals necessary for its performance of this Agreement, and (ii) Client is not precluded by any contract or other obligation from entering into or performing under this Agreement.

9. INDEMNITY: Sigma shall hold the City of Modesto, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Sigma, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this agreement. Sigma’ s obligation to defend, indemnify, and hold the City of Modesto, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this agreement for Sigma to procure and maintain a policy of insurance.

10. TERM AND TERMINATION

10.1. The initial term of this Agreement commences on the Effective Date and terminates upon the completion of the Services or _______________, whichever occurs first.

10.2. Either Party may terminate this Agreement without cause upon sixty (60) days’ prior written notice. A Party may terminate this Agreement upon providing the other Party written notice of breach of this Agreement by the other Party, if the other Party fails to cure the breach within fifteen (15) days of receiving the notice of breach. In the event of termination of this Agreement, all compensation for Services performed prior to the date of termination shall be payable to Sigma in accordance with this Agreement. All obligations of a Party set forth in this Agreement that by their nature continue beyond expiration, termination, or cancellation of this Agreement (including, without limitation, the warranties, indemnification obligations, confidentiality requirements and ownership and property rights) shall survive any such expiration, termination or cancellation shall survive this Agreement for any reason.

11. NOTICES. Any notices, demands or consents required or permitted under this Agreement (“Notices”) shall be in writing in English, addressed as set forth below, and deemed effectively given: (a) upon personal delivery (with signature evidence of delivery); (b) upon delivery confirmation if sent by prepaid first class registered or certified mail (return receipt requested), or by an internationally-recognized express courier service (providing evidence of delivery); or (c) upon the date of transmission (or the next business day, if it is not a business day), if sent by facsimile or email.

If to Sigma: Telemedicine Group DE, LLC
P.O. Box 138204
07-31-2026
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Sacramento, CA 95813-8204
If to Client: _________________________________
__________________________________
__________________________________

1. MISCELLANEOUS. The Parties shall be independent contractors in their performance under this Agreement. This Agreement (including the exhibits attached hereto) constitutes the entire agreement between the Parties with regard to the subject matters hereof and may not be amended or modified without each Party’s agreement in writing.

Neither Party may assign or transfer this Agreement and/or the rights and obligations hereunder except that Sigma may assign this Agreement to its affiliates or in connection with the transfer or sale of all or substantially all of its assets, or the assets which are the subject matter of this Agreement, or its merger with another entity. Subject to the foregoing, this Agreement shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the Parties hereto. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. Except as otherwise expressly provided herein, the provisions of this Agreement are for the benefit of the Parties hereto and not for any other person or entity.

Signature page follows
City of Modesto
600 10th Street
Modesto, CA 95354
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Telemedicine Group DE, LLC
By: ____________________________________
Name: ____________________________
Title: _____________________________
Date: _____________________________
CLIENT
By: _____________________________
Name: ________________________
Title: _________________________
Date: __________________________
Dr. Ravi Patel
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Exhibit A

SERVICES
The following shall constitute the “Services” for purposes of this Agreement:
• The provision of cardiovascular and metabolic screening to Clients’ workforce members and/or their beneficiaries. Each such screening scheduled to be provided by Sigma to one of Client’s workforce members and/or their beneficiaries is herein referred to as an “Encounter”).

FEE SCHEDULE
Client shall for members of the ____________________________________________ only, pay Sigma [$849] [$849 to be paid for each individual participant ] for each cardiovascular and metabolic screening associated with an Encounter that is either:

City of Modesto
• Fully rendered by Sigma;
• Initiated but not fully rendered at the request or demand of Client or the workforce member/beneficiary; or • Not fully rendered by Sigma due to the health condition of the workforce member/beneficiary at the time of presenting for the screening.
• Not rendered by Sigma due to the Encounter being canceled by Client, or the workforce member/beneficiary, within 24 hours of the date and time the screening was scheduled by Sigma to be provided; • Lab draw completed on individual and no show or appointment cancelled less than 24hrs prior to screening appointment.

Client shall for members of the ____________________________________________ only, pay Sigma [$349] [$349 to be paid for each individual participant ] for each HeartStart program cardiovascular and metabolic screening associated with an Encounter that is either:

Each of the above Encounters shall be deemed a “Payable Encounter” for purposes of this Agreement.

Maximum Budget not to exceed:_____________________
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Client shall be invoiced and will prepay Sigma for the number of scheduled or reasonably anticipated cardiovascular and metabolic screenings to be provided by Sigma based on the number of Encounters. Invoicing will be sent immediately after lab draws are completed. Sigma will refund Client for any amounts prepaid by Client for any Encounter that after the completion of the Services does not qualify as a Payable Encounter, promptly upon termination of this Agreement.

Final aggregate data report will be delivered within 7 days of receipt of payment and completion of program. (Note: some data may not be available when enrollment numbers are low due to participant privacy concerns) Labs drawn at a Patient Service Center (PSC), outside of pre scheduled department lab draws will incur an additional fee of $25 per participant to be paid by:

Clinician appointments cancelled less than 24hrs in advance or 'no show' appointments will be charged a rescheduling fee of $25 payable by:

Exceptions may be granted at the discretion of Sigma representative ie, Line of duty needs Participant Department
Participant Department
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Exhibit B
Account Set-up Form
Client General Information
Client Legal Name: City of Modesto
Address: 600 10th Street, Modesto, CA 95354
Emergency Contact: Telephone:

Email: Tax ID#: 94-6000374

Billing Information
To whose individual attention should invoices be sent? Jillane Blakeley - AP Vendors At what address? PO Box 642, Modesto, CA, 95353
Telephone: EXT: 209-572-9516 Email: [email protected] #11..
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FINANCIAL INTEREST DISCLOSURE
Any contract award therewith will require approval by a majority vote of the City of Modesto’s City Council.

In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Vendor until all person with a direct or indirect financial interest of greater than $2,000 in the Vendor are identified by name.

Vendor must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.

Financial Interest Disclosure to City of Modesto
The Vendor shall identify any person with a financial interest in the Vendor by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Vendor less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Vendor meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Vendor is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Vendor Receiving this Agreement:

First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Vendor Signatory:

Signature of Vendor Representative:
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California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.

Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:

An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.

A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:

1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Councilmember(s):
___ NO

2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Councilmember(s):
___ NO
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Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.

HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
07/24/2025
Telemed2u/Lisa Sheinberg
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Revised 1/19/2024
Bid Waiver Approval Form
Supplier Name: Amount of Bid Waiver Request:

Supplier Contact: Supplier Phone No:

Are Federal Funds being utilized for portion of purchase? A bid waiver is required for any procurement commitment greater than $ 3,500 where a minimum of three bids are not obtained.

Justification for waiving the competitive bid requirements is limited to the following (provide detailed information in the comments section of form):

Reason for Bid Waiver - Check Box:

Sole Source - The item/service is unique in its specifications such that only one vendor is qualified to provide the good or service (Formal bidding exception under MMC 8-3.204(b))
OEM - Original Equipment Manufacturer / Distributor
Inflexible time constraints preclude the bidding process - Exigent or mergency circumstances (Formal bidding exception under MMC 8-3.204 (c)) The incumbent's cost, delivery and quality can be compared to a previous quote/bid obtained within the last six months, for the same or similar item/service (Total purchase must be less than $100,000)
Professional Services defined under MMC 8-3.103 (Formal bidding exception under MMC 8-3.204 (a)) – staff should make effort to solicit at least three informal proposals.

Single Bid/Proposal – More than one supplier could provide the goods or service, but only one supplier provided bid/proposal for solicitation.

Amendment – Extending agreement for no more than one year to allow the City to complete formal bidding process for new agreement (MMC 8-3.204 (e)).

Amendment – Amending the goods or services under the existing agreement to include similar types of goods and services (MMC 8-3.204 (f)) Requisition No: Department:

Project Description:

The purchase of any item utilizing any Federal Funding must comply with current applicable Circular Yes No
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Revised 1/19/2024
Other (requires detailed comments)

NEW TECHNOLOGY PURCHASES
Does the new technology meet the criteria to be reviewed by the Technology Steering and Alignment Committee (TSAC)? Yes ____ No ____
If yes, was it approved by this committee? Yes ____ No ____ Approval Name Signature Date
Requestor
Division Manager
Department Director
Chief Information Officeri
Buyer
Purchasing Manager
Director of Finance
i Information technology (IT) purchases will require Chief Information Officer Signature Buyer Comments:

Comments:
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memo
Date: July 16, 2025
To: Brandon Gillespie, Chief of Police
From: Chris Adams, Captain
Re: Sigma Tactical Business Justification
The health and wellof law enforcement work, ensuring that our personnel are physically -healthy is not - Law enforcement personnel are at a heightened risk for heart-related illnesses due to the highdisease remains one of the leading causes of death in the United States, and the stressors unique ons:
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: -of-thein highagencies, with documented cases of life- -term
stress-
- asset—
the department’s commitment to their well-
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-nin
The following components are included in the full-
-
InBuilding upon the success of last year’s program, the department will also implement the -up and maintenance screening opportunity for those who - a more targeted In-
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-
- This dual approach— - — -
-term healthcare costs, and -
assessments but are deeply rooted in
understanding the acute stress, physical demands, and psychological pressures inherent in law assessments that go beyond standard health screenings to include assessments with an understanding of ta
-based risk assessments
approach to -
-site results,
This is not
, and Lifeline -
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Page 5 of 6 ends

-site screening, but do not include cardiometabolic
which is
:
biomarker assessments, and non- ore - on-
- ere fat-
-secure
imetry - rmore, their partnership with
area,
cessary lifestyle changes to address any issues
understanding of the issue, risk and means to begin addre abolic screening #11..
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Page 6 of 6 ends

-being, and ability to
Respectfully,
Chris Adams, Captain
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

August 26, 2025
Date: August 2, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Director of Public Works
SUBJECT: Agreement for Tire Technician Services
CONTACT: Patrick Crowley, Senior Public Works Manager, [email protected], 209-342-2274
DESCRIPTION:

Consider approving the Agreement for Tire Technician Services for Fleet Services to McCoy Truck Tire Service Center, Modesto, CA for a total amount not to exceed $614,361 over five years. (Funding Source: Fleet Management Fund)
STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2025-2026 Two-Year Strategic Plan Element:

Governance and Service Delivery: Goal H: “Achieve long-term financial sustainability;” Strategy No. 1: Develop a strategy for long-term financial sustainability.

BACKGROUND:

The City Fleet Services Division (Fleet) services and maintains over 1,580 in-service vehicles, buses, fire trucks, trailers, heavy equipment, and other miscellaneous equipment for all areas of the City. The City has an ongoing need for an hourly tire service for heavy and light duty vehicle tire work that current staffing levels are unable to perform. It is anticipated these services are required up to three times per week for the maintenance of City vehicles, equipment, and other assets throughout the year.

The Tire Technician will perform tire inspection, repair and replacement services for City vehicles, trailers, light/medium/heavy-duty trucks, heavy-duty off-road equipment and over-sized tires, as well as tire recapping, flat repairs, tire mounting and balancing. Fleet provides air, jacks and jack stands, a wheel balancer, a tire changer only for use on light duty vehicles and a tire gun.

Specialized or additional equipment is to be provided by the vendor as needed.

On May 7, 2019, by Resolution No. 2019-210, Council approved an agreement with Fleet Tire Inc., dba Brannon Tire (Brannon), Stockton, CA for On-Site Tire Technician Services, for an estimated annual amount of $88,920 and a total amount not to exceed $444,600 over five years. #12..
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City Council Meeting, August 26, 2025
Agreement for Tire Technician Services

Page 2 of 4 ends

On August 28, 2023, by City Manager authority, Brannon entered into the First Amendment to the Agreement with the City of Modesto to execute the fifth-year extension and amend the pricing schedule with no increase in annual expenditures.

On June 4, 2024, by Resolution No. 2024-188, Council approved a Second Amendment to the Agreement with Brannon to increase the annual estimated cost by $121,800 from $88,920 to a new total not to exceed $654,600, and to extend the term of the Agreement from June 10, 2024 to June 10, 2025.

DISCUSSION:

On June 14, 2021, the City Manager authorized the Purchasing Manager to solicit the procurement for the furnishing of on-site tire technician services for the Public Works, Fleet Division. On November 27, 2024, the Purchasing Division issued Invitation for Bids (IFB) 2425- 27 for Tire Technician Services for Fleet Services on the City’s PlanetBids public bidding website under various commodity codes. Prospective bidders were notified online and via email of the bid opportunity. Eighteen companies downloaded the IFB document from PlanetBids.

On January 7, 2025, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. Three companies chose to respond, and one local bid was received.

Based on providing the lowest responsive and responsible bid, City staff recommended to award the Agreement for Tire Technician Services for Fleet Services with McCoy Truck Tire Service Center, Modesto, CA for a two-year agreement with three one-year extension options, for an estimated annual cost of $123,000 and a total not to exceed $614,361 over five years.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to follow the formal bid procedures. An Award of Bid and Agreement for Tire Technician Services for Public Works Fleet Services use to McCoy Truck Tire Service Center, Modesto, CA, conforms to the Modesto Municipal Code because the City complied with the formal bid procedures and McCoy Truck Tire Service Center was the lowest responsive and responsible bidder.

FISCAL IMPACT:

Funds are budgeted in the Fleet Management Fund (5400) with funding for contingency services being allocated at the time of approval. The overall agreement total was calculated by forecasting Consumer Price Index (CPI) percentage increases of 5.5% over years three, four, and five based on an average of the CPI index over the last twelve months. City staff project annual increases based on this estimated forecast. Annual increases will be calculated using the current CPI index at the time of the requested increase.
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City Council Meeting, August 26, 2025
Agreement for Tire Technician Services

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Previous spending for tire technician services is shown below. There were no tire technician services purchased during the sixth-year extension of the previous Agreement.

Contract Year Expenditures
Year 1 $ 64,162
Year 2 $ 61,985
Year 3 $105,172
Year 4 $107,601
Year 5 $104,604
Total $443,524
With current pricing per IFB 2425-27 and accounting for potential Consumer Price Index (CPI) and Producer Price Index (PPI) increases over the next five years, staff estimates an annual estimated cost of $123,000 and a total not to exceed $614,361 over five years.

Projected spending over the next five years for the service agreement is shown below. The pricing increase over the next five-year period includes estimated increased costs for labor and materials. These anticipated increases have been evaluated based upon the use of the City’s fleet, increasing labor rates, and the increased costs of replacement parts due in part impacted from global pressures on the purchase price of part procurements.

Contract Year Estimated Spend
Year 1 $115,000
Year 2 $115,000
Year 3 $121,325
Year 4 $127,998
Year 5 $135,038
Total $614,361
COMMITTEE RECOMMENDATION:

This item was presented at the Finance Committee Meeting on May 19, 2025, where the Committee recommended that it be forwarded to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Award of Bid and Agreement for Tire Technician Services for Public Works Fleet Services to McCoy Truck Tire Service Center, Modesto, CA for a two-year Agreement with three one-year extension options, for annual estimated annual cost of $123,000 and a total amount not to exceed $614,361 over five years and authorizing the City Manager, or his designee, to execute the Agreement.
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City Council Meeting, August 26, 2025
Agreement for Tire Technician Services

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Approved by:

Bill Sandhu, Public Works Director
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Agreement – McCoy Truck Tire Service Center

3. Exhibit B – Bid Submittal

4. Exhibit C – IFB 2425-27, On Site Tire Technician Services

5. Exhibit D – Insurance Requirements

6. Exhibit E – Pricing Schedule

7. Cost Abstract

8. Signed Levine Act Form
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08/26/2025/PW/PCrowley 1

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XXX

RESOLUTION APPROVING THE AWARD OF BID AND AGREEMENT FOR

TIRE TECHNICIAN SERVICES FOR PUBLIC WORKS FLEET SERVICES TO MCCOY TRUCK TIRE SERVICE CENTER, MODESTO, CA FOR A TWOYEAR AGREEMENT WITH THREE ONE-YEAR EXTENSION OPTIONS, FOR AN ESTIMATED ANNUAL COST OF $123,000 AND A TOTAL AMOUNT NOT TO EXCEED $614,361 OVER FIVE YEARS AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the City Fleet Services Division (Fleet) services and maintains 1,580 in-service vehicles, heavy equipment, buses, fire trucks, trailers and other miscellaneous equipment for all areas of the City; and
WHEREAS, the City has an ongoing need for an hourly tire service for heavy and light duty vehicle tire work that current staffing levels are unable to perform. It is anticipated these services are required up to three times per week for the maintenance of the City's vehicles, equipment, and other assets throughout the year; and WHEREAS, the Tire Technician will perform tire inspection, repair and replacement services for City vehicles, trailers, light/medium/heavy-duty trucks, heavyduty off-road equipment and over-sized tires, as well as tire recapping, flat repairs, tire mounting and balancing; and
WHEREAS, the City will provide air, jacks and jack stands, a wheel balancer, a tire changer only for use on light duty vehicles and a tire gun; specialized or additional equipment is to be provided by the vendor as needed; and WHEREAS, on May 7, 2019, by Resolution No. 2019-210, Council approved an agreement with Fleet Tire Inc., dba Brannon Tire (Brannon), Stockton, CA for On-Site Tire Technician Services, for an estimated annual amount of $88,920 and a total amount not to exceed $444,600 over five years; and
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08/26/2025/PW/PCrowley 2
WHEREAS, on August 28, 2023, by City Manager authority, Brannon entered into the First Amendment to the Agreement with the City of Modesto to execute the fifth-year extension and amend the pricing schedule with no increase in annual expenditures; and WHEREAS, on June 4, 2024, by Resolution No. 2024-188, Council approved a Second Amendment to the Agreement with Brannon to increase the annual estimated cost by $121,800 from $88,920 to a new total not to exceed $654,600, and to extend the term of the Agreement from June 10, 2024 to June 10, 2025; and WHEREAS, on June 14, 2021, the City Manager authorized the Purchasing Manager to solicit the procurement for the furnishing of on-site tire technician services for the Public Works, Fleet Division; and
WHEREAS, on November 27, 2024, the Purchasing Division issued Invitation for Bids (IFB) 2425-27 for Tire Technician Services for Fleet Services on the City’s PlanetBids public bidding website under various commodity codes. Prospective bidders were notified online and via email of the bid opportunity. Eighteen companies downloaded the IFB document from PlanetBids; and
WHEREAS, on January 7, 2025, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. Three companies chose to respond, and one local bid was received. Based on providing the lowest responsive and responsible bid, City staff recommended to award the Agreement for Tire Technician Services for Fleet Services with McCoy Truck Tire Service Center, Modesto, CA for a two-year agreement with three one-year extension options, for an estimated annual cost of $123,000 and a total not to exceed $614,361 over five years; and #12..
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08/26/2025/PW/PCrowley 3
WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to follow the formal bid procedures. An Award of Bid and Agreement for Tire Technician Services for Public Works Fleet Services use to McCoy Truck Tire Service Center, Modesto, CA, conforms to the Modesto Municipal Code because the City complied with the formal bid procedures and McCoy Truck Tire Service Center was the lowest responsive and responsible bidder.

NOW, THEREFORE BE IT RESOLVED, by the Council of the City of Modesto that it hereby approves the Award of Bid and Agreement for Tire Technician Services for Fleet Services to McCoy Truck Tire Service Center, Modesto, CA for two-year agreement with three one-year extension options, for annual estimated annual cost of $123,000 and a total amount not to exceed $614,361 over five years.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Agreement in a form approved by the City Attorney. #12..
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08/26/2025/PW/PCrowley 4
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 26th day of August 2025, by __________________ who moved its adoption, which motion being duly seconded by __________________, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ______________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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1 TIRE TECHNICIAN SERVICES FOR FLEET SERVICES – AGREEMENT# 298461 This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _______ day of ________________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and McCoy Truck Tire Service Center Inc., a California Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-______ authorizing the Award of Bid and agreement for TIRE TECHNICIAN SERVICES FOR FLEET SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for TIRE TECHNICIAN SERVICES FOR FLEET SERVICES as described in IFB 2425-27, attached hereto as Exhibit “C” and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:
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2 1. THE WORK:
a. CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, and insurance necessary to perform and complete the required work as specified in Exhibit “B”, and in strict accordance with the conditions of the complete AGREEMENT. b. CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c. CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d. CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT. e. CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $123,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $614,361. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING

2. CITY REPRESENTATIVE:

CITY Representative: Patrick Crowley, Senior Public Works Manager, 209-342-2274, [email protected]
Listed in Exhibit E
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3 Purchasing Representative: Nani Hollingsworth, Assistant Buyer, 209-577-5296, [email protected]
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

3. CONTRACTOR CONTACT:

Marc Finnigan, President, 209-521-6221, 209-652-1090 cell, [email protected]

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with three (3) one-year extension options at the sole discretion of CITY, for a total of up to five (5) years.

Year 1: SEPTEMBER 1, 2025 through August 31, 2026
Year 2: SEPTEMBER 1, 2026 through August 31, 2027
Year 3: SEPTEMBER 1, 2027 through August 31, 2028
Year 4 SEPTEMBER 1, 2028 through August 31, 2029
Year 5: SEPTEMBER 1, 2029 through August 31, 2030
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year shall not exceed the percentage change in the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
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4 Price adjustments for diesel fuel fluctuations may be considered. Thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division and approved at the sole discretion of the CITY.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data.

5. INSURANCE REQUIREMENTS:

During the term of this AGREEMENT, CONTRACTOR shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (D) to this AGREEMENT and shall otherwise comply with the other provisions of Exhibit (D) to this AGREEMENT. The city utilizes a software program “PINS Advantage” where vendor is responsible for uploading and maintaining updated insurance.

6. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR “Net 30 terms via CITY’s ePay Program”. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
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5 At a minimum, invoices shall state the following:
 This AGREEMENT number, 298461
 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

7. INDEMNITY:

The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the willful or active negligence of the City. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

8. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California #12..
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6 This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

9. ATTORNEYS’ FEES:

If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:
a. Proofs of insurance (approved by CITY Risk Manager); and b. Resolution No.2025-_______;
c. CONTRACTOR Bid submittal;
d. IFB No. 2425-27;
e. Contractor’s City of Modesto business license

11. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.
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7 Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES; h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written #12..
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8 status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; k. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

12. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

13. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
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9 a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remain uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

14. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

15. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein. #12..
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10 16. Contractor's Responsibility for Damages:

If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

17. NOTICES:

CONTRACTOR: McCoy Truck Tire Service Center Inc
Marc Finnegan
1409 Lone Palm Ave
Modesto, CA 95351
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

18. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and has full authority to, execute the AGREEMENT.
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11 19. QUANTITIES:

No minimum or maximum is guaranteed or implied.

20. FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council.

Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

22. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment.

The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission #12..
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12 implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full.
b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES.
d. The CONTRACTOR shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT.
e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

23. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses and shall secure and maintain all necessary permits necessary to perform the SERVICES.

24. RECORDS:

All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic #12..
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13 or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

25. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “A” and “B”, and only under the terms and conditions set forth herein.

26. INDEPENDENT CONTRACTOR; NOT AGENT:

At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

27. DRUG FREE WORKPLACE:

CONTRACTOR certifies that it is following and in compliance with Sections 8350 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace. #12..
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14 28. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

29. WAIVER:

The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

30. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

31. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

32. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit B, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications related to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties. #12..
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15 33. PARTIAL INVALIDITY:

Insurance Requirements for Most Contracts
(Not for Professional Services or Construction Contracts) Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

If the contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Modesto requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Modesto.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and noncontributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:
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17 Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance with coverage equal to ISO form CG 2010. For completed operations, a separate endorsement equal to ISO form CG 2037 is required.

Primary Coverage
The Additional Insured coverage under the Contractor’s policy shall be “primary and non-contributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Waiver of Subrogation
Contractor hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Modesto by virtue of the payment of any loss under such insurance.

Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Verification of Coverage
Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and #12..
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18 endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Subcontractors
Contractors shall require and verify that all subcontractors, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subcontractor’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract.

Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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1 INVITATION FOR BIDS (“IFB”) NO. 2425-27
FOR

TIRE TECHNICIAN SERVICES FOR FLEET SERVICES
BID OPENING: January 7, 2025 at 11:00 A.M.

CITY OF MODESTO CONTACT: Nani Hollingsworth, Assistant Buyer E-MAIL ADDRESS: [email protected]
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
2 Table of Contents
NOTICE TO BIDDERS ............................................................................................................................. 3 CALENDAR OF EVENTS ........................................................................................................................ 5 CITY CONTACT ....................................................................................................................................... 5 PRECEDENCE ........................................................................................................................................... 5 VIRTUAL BID OPENING......................................................................................................................... 6 GENERAL BID REQUIREMENTS .......................................................................................................... 7 A. BID SUBMITTAL: ......................................................................................................................... 7 E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: .................................................... 7 F. COMPLETE BID DOCUMENT: ................................................................................................... 7 G. COMPLIANCE/NON-COMPLIANCE: ........................................................................................ 8 M. BID PROTEST AND APPEAL PROCEDURES: ................................................................... 10 BID SUBMITTAL CHECKLIST ............................................................................................................. 15 BID FORM A - IFB ACKNOWLEDGEMENT .................................................................................. 16 BID FORM B – BIDDER COMPANY INFORMATION ................................................................... 19 BID FORM C - PRICING SCHEDULE .............................................................................................. 21 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS .......................... 24 BID FORM E – BIDDER CUSTOMER REFERENCES .................................................................... 25 BID FORM F - FINANCIAL INTEREST DISCLOSURE .................................................................. 27 BID FORM G – SUPPORT OF LOCAL VENDORS.......................................................................... 29 BID FORM H - BIDDER COMPANY HISTORY STATEMENT ..................................................... 30 BID FORM I - ADDENDA ACKNOWLEDGEMENT ...................................................................... 31 BID FORM J – BIDDER WARRANTY STATEMENTS ................................................................... 32 BID FORM K – BIDDER EXPERIENCE AND CERTIFICATIONS ................................................ 33 BID FORM L - SUBCONTRACTOR LIST .......................................................................................... 34 TECHNICAL SPECIFICATIONS AND REQUIREMENTS ................................................................. 35

1.0 SCOPE OF WORK: ........................................................................................................................ 35

1.6 REQUIRED LICENSES:................................................................................................................ 36 SAMPLE ANNUAL AGREEMENT –.................................................................................................. 38 TIRE TECHNICIAN SERVICES FOR FLEET SERVICES IFB 2425-27 ...................................... 38 #12..
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a “Bid”) from qualified Bidders (each, a “Bidder”) for the furnishing of (enter description here) equipment, materials, supplies and/or related services (the “Services”) for the City of Modesto, Public Works Department, Fleet Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Services pricing herein, and not separately charged to the City).

Bidders are highly recommended to download all IFB documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid..

Each Bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to January 7, 2025 at 11:00 A.M., at which time Bids will be opened, read and recorded. The opening of bids will not be physically open to the public but may be viewed simultaneously via video conferencing in the manner provided for herein. All Bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bids will be received only at the address shown above, and prior to the time indicated. Any Bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Bidder unopened.

All Bids, whether delivered by an employee of the Bidder, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated.

The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. #12..
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
4 On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
“NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS # 2425-27
BID OPENING DATE: JANUARY 7, 2025 AT 11:00 A.M.”
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET,
MODESTO, CA 95353 SUITE 6600
MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of one hundred twenty (120) days after the date set for the opening thereof.
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

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5 CALENDAR OF EVENTS
Event Date
IFB Issued November 27, 2024
Written Questions Due via Email December 10, 2024
Addendum Issued (if required) December 17, 2024 (approximate date) Bid Due Date & Time PRIOR 11:00 A.M. on Tuesday, January 7, 2025 Contract Award Approximately March 2025

CITY CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this IFB (“City Contact”) by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or unintentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

BIDDER FAMILIARITY WITH SERVICE CONDITIONS
It is the responsibility of each Bidder to become familiar with all of the specifications, terms and conditions and the site conditions (if applicable). The Bidder agrees to and acknowledges all IFB specifications, terms, and conditions and indicates the ability to perform by submission of a Bid. By the submission of a Bid, the Bidder certifies that if awarded a contract it will make no claim against the City based upon ignorance of conditions or misunderstanding of the specifications.

PRECEDENCE
Bidder agrees that any agreement resulting from City’s acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder’s acknowledgement of, shall be null and void. #12..
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, January 7, 2025. The City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure.

URL: https://teams.microsoft.com/l/meetup
join/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40thread.v2 /0?context=%7b%22Tid%22%3a%22125ccacf-fc61-463c-9976-
189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22%7d Join Microsoft Teams Meeting (Click here to join the meeting)  +1 (469)-998-7409
 Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
7 GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two “inked” (preferably blue ink) signed original Bid document, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST ONE “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL BIDDER INFORMATION: It is the responsibility of the Bidders to identify information in their Bid submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

D. BIDDER EXCEPTIONS: All exceptions taken to this IFB and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Bid as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications, and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or provision of Services required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or provision of Services with exceptions.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

F. COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be signed wherever indicated and submitted to the City in the order listed ):
 Bid Form A - IFB Acknowledgement
 Bid Form B – Bidder Company Information
 Bid Form C - Pricing Schedule
 Bid Form D – Bidder Exceptions, Clarifications, Amendments  Bid Form E – Bidder Customer References
 Bid Form F - Financial Interest Disclosure
 Bid Form G – Support of Local Vendors
 Bid Form H – Bidder Company History Statement
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
8  Bid Form I - Addenda Acknowledgement Page (if applicable)  Bid Form J – Bidder Warranty Statements
 Bid Form K– Bidder Experience and Certifications
 Bid Form L - Subcontractor List
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Bidder cannot comply with a specification requirement in this IFB, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Bidder is not in compliance with the specification, the Bid may be rejected.

H. PROPOSED PRICING FORMAT:
 The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required provision of Services shall be included in Bid pricing, along with Bidder’s profit margin and any other cost factors.
 Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
 The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
 Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF BID:
 The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs.

 The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
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9  The City reserves the right to select that Bid, which best suits the City’s needs. In addition to price, consideration will be given to the quality and performance of the service to be purchased, and the criteria listed in Modesto Municipal Code Section 8-

3.203(f). Regardless of City staff’s recommendation, the City Council reserves the right to award an agreement to the Bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.

J. SUPPORT OF LOCAL VENDORS: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5% of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

K. INDEMNITY: The successful Bidder (the “Contractor”) will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid, except for claims arising from the willful or active negligence of the City. Contractor’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of thirdparty suits, arising out of or relation to the operation of City-owned vehicles by Contractor’s employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

L. BIDDER REPRESENTATION: Bidder represents that:
 Bidder has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. #12..
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10  Bidder has made all reasonable investigations essential to a full understanding of the difficulties which may be encountered in performing the work.  Bidder will complete the proposed provision of Services for the compensation stated in any resultant agreement.
 Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Services and all risks in connection therewith.  Bidder represents that it is fully qualified to perform the proposed provision of Services in accordance with the terms of any resultant agreement within the time specified therein.

M. BID PROTEST AND APPEAL PROCEDURES: Bidders wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
For the purposes of these procedures: "Days" means working days on which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
 Only a Bidder who has actually submitted a Bid is eligible to submit a protest against the City’s Announced Decision.
 Subcontractors are not eligible to submit bid protests.  A Bidder may not rely on the bid protest submitted by another bidder but must timely pursue its own protest.
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11  A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision.  The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses.  The protest shall be accompanied by a certified cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
 The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
 Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:

City Clerk’s Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:
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12 City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
d. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.
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13 All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
e. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

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14 f. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto, and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described herein. #12..
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15 BID SUBMITTAL CHECKLIST

BID SUBMITTAL CHECKLIST
The Bidder shall provide a complete Bid in a sealed envelope by the required deadline on the Bid Opening Date. Failure to provide all the required documents may cause the Bid to be considered nonresponsive.

Bidder’s Bid must contain the following applicable elements completed and signed as described morefully herein. The following checklist is provided solely for Bidder’s use in reviewing the completeness of your submission:

COMPLETE BID ELEMENTS 
Bid Form A – IFB Acknowledgement
Bid Form B – Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D – Bidder Exceptions, Clarifications, Amendments Bid Form E – Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G – Support of Local Vendors
Bid Form H – Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J – Bidder Warranty Statements
Bid Form K – Bidder Experience and Certifications
Bid Form L - Subcontractor List

Bidder’s submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type “Not Applicable” on it but still include the form in your submission.

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16 BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a “Bidder” to fulfill the City’s requirements per the specifications, terms and conditions contained in this Invitation for Bids (“Invitation for Bids” or “IFB”).

This Bid Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated and submitted with the Bid response. Obligations assumed by such signature will include the following:

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a Bid but want to remain on the mailing list and receive future Bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Bidder or the IFB gives notice of an all-or-none award, the City may accept any item or group of items of any Bid. (b) Bids are subject to acceptance by the City at any time within 45 days of opening, unless otherwise specified in the IFB. A Bidder shall not change its bid if accepted within such time. (c) A valid, contract based on the sample agreement attached to the IFB and the submitted bid shall be mailed, or otherwise furnished, to the successful Bidder within the time for acceptance specified, and such contract shall be a binding agreement without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or un- #12..
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17 patented invention, article or appliance furnished or used in connection with the contract or purchase order.

6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder’s expense.

7. Rights and Remedies of City for Default: (a) In the event any item furnished by the Bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Bidder with its Bid, the City may reject the same, and it shall thereupon become the duty of the Bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Bidder fail, neglect or refuse to do so, the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. City may deduct from any moneys due or that may there after coming due to Bidder or send an invoice to the Bidder which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
 16-digit credit card number
 Expiration date
 Security code
 Total dollar amount of invoices to be paid
 Invoices reference numbers and corresponding amounts

ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder’s pricing proposal hereunder. #12..
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18 Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this IFB.
(b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Services, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded under a contract or purchase order resulting from this Bid.

11. One “Inked” Signed Original Bids Document Required: Failure to furnish one “inked” signed original Bid document may result in disqualification. These must be accompanied by one copy and one electronic document recorded onto a USB storage device.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Bid.

The undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the Bidder indicated in Bidder’s Bid Forms A through L, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name:

Bidder Headquarters Address:

City/State/Zip:

Signature/Title/Date:
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19 BID FORM B – BIDDER COMPANY INFORMATION
A. Bidder Company Full
Legal Name
B. Bidder Company
Marketplace (or DBA)
Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address
(Street Address, City,
State, Country, Postal
Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number
(TIN):

H. Dun & Bradstreet
(DUNS) Number:

I. Names and Titles of
Top Three Bidder
Officers:

J. Years in Business:

K. Bidder Office Address
Closest to City of
Modesto (Street
Address, City, State,
Country, Postal Code):

L. City of Modesto
Business License
Number (note –
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20 provide only if
available now - - but
not required until any
contract begins):
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21 BID FORM C - PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance and other expenses necessary for Bidder to perform the required services shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Bid Form D – Bidder Exceptions, Clarifications, Amendments.

ESTIMATED ANNUAL QTY x UNIT PRICE= EXTENDED PRICE
**In case of discrepancy between a unit price and an extended price, the unit price will be presumed to be correct, subject, however, to correction to the same extent and in the same manner.** TIRE TECHNICIAN SERVICES – On-Site Services UNIT COST
Labor Rate /hr.

Service and Repairs for Light-Duty Tires: (describe)
Service and Repairs for Medium-Duty Tires: (describe)
Service and Repairs for Heavy-Duty Tires: (describe)
Service and Repairs for Off-Road and Over-Sized Tires: (describe) Additional Charges for Equipment or Special Services: (describe) TIRE TECHNICIAN SERVICES – Field Service Call UNIT COST Labor Rate /hr.

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22 Additional Charges for Equipment or Special Services: (describe) TIRE TECHNICIAN SERVICES – On-Site Weekends, After Hours & Holidays UNIT COST Labor Rate /hr.

Service and Repairs for Light-Duty Tires: (describe)
Service and Repairs for Medium-Duty Tires: (describe)
Service and Repairs for Off-Road and Over-Sized Tires: (describe) Additional Charges for Equipment or Special Services: (describe) TIRE TECHNICIAN SERVICES – Field Service Call Weekends, After Hours & Holidays

UNIT COST
Labor Rate /hr.

Service and Repairs for Light-Duty Tires: (describe)
Service and Repairs for Medium-Duty Tires: (describe)
Service and Repairs for Heavy-Duty Tires: (describe)
Service and Repairs for Off-Road and Over-Sized Tires: (describe) Additional Charges for Equipment or Special Services: (describe) Additional Services: (Describe ????) $_____________________________________/UOM #12..
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23 Payment Terms:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A – IFB Acknowledgement):

Choose One:
 Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ___ Choose by checking () here. If selected, for bid comparison purposes, Bidder’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address: ________________________________
 Option B Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing: ___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the articles and/or services specified, in accordance with the specifications, terms and conditions of this IFB and these Bid documents, for the pricing indicated on the Pricing Schedule.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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24 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s IFB package, sample agreement, and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions, clarifications or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below, if any, sign and submit with your Bid response.

Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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25 BID FORM E – BIDDER CUSTOMER REFERENCES
Bidder must provide a list of five current or former customers able to discuss prior experience with similar type of services requested by the City in the above-referenced IFB. Bidder’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder’s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:
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26 Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
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27 BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder’s submission of a Bid therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Bidder less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Bidder meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Bidder is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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28 Print Names of Persons Having a Financial Interest in Bidder Receiving this Agreement:

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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29 BID FORM G – SUPPORT OF LOCAL VENDORS
Notice Pursuant to Modesto Municipal Code section 8.3-206 - Should the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

I declare I am a local business per the above criteria.

Bidder Company Name:

City of Modesto Address (Street,
City, State, Postal Code:

City of Modesto Business License
Number:

Under penalty of perjury, the undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
30 BID FORM H - BIDDER COMPANY HISTORY STATEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the services described in this Invitation for Bids (IFB).

The Bidder’s company history overview statement shall be approximately one to three pages in length and inserted below:

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Company History Overview Statement Beginning Here:
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
31 BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto’s Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB, and in any event, no later than the day prior to Bid opening.. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder’s resultant Bid.

Signing the Bid on the signature portion thereof, the Bidder acknowledges that the Bidder has confirmed that it has received all addenda issued for IFB and has included costs for such in the Bid submitted. Failure to list and acknowledge all addenda numbers may cause Bidder’s Bid to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write “Not Applicable” and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Bidder Company Name:
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
32 BID FORM J – BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, terms and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the materials, supplies, or other services furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following; performance, workmanship, labor, materials, and Bidder design or engineering contributions. If a defect is discovered in any item of the materials, assemblies, components, supplies or services covered in this Bid, Bidder shall correct at its sole expense, all such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Warranty Statement Beginning Here:
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
33 BID FORM K – BIDDER EXPERIENCE AND CERTIFICATIONS
Bidder shall provide below a summary covering the following:

A. Experience: The Contractor and its employees directly involved in providing inspections, services and repairs shall have a minimum of three years’ experience providing the types of services requested in this IFB:
i. Identify key personnel and their position within your organization. ii. Provide a biographical summary or resume detailing the experience, level of expertise and qualifications of the key individuals providing the types of services requested herein. iii. If you plan to subcontract work, you must also indicate in Bid Form L – Subcontractor List the name and address of each firm and the type of work or tasks the subcontractor will perform. Identify key personnel assigned to the project, their position, qualifications and representative experience.

B. Certifications: Bidder shall provide copies of all relevant certifications held for both company and any individuals required to perform the services requested herein. Certifications shall include:

Tire Industry Association (TIA) Certifications for Over the Road (OTR) and Off-Road Tire Service:

i. Commercial Tire Service (CTS) Certification – 200/300 Level ii. Earthmover Tire Service (ETS) – 200/300/400 Levels
iii. Occupational Safety and Health Administration (OSHA) Compliance: Compliance with OSHA standards, such as 29 CFR 1910.177, required for servicing multi-piece and single-piece rim wheels TECH Tire Repair Certification for (OTR) and Off-Road:

i. TECH OTR Repair Certification Program
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
34 BID FORM L - SUBCONTRACTOR LIST
Bidder shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Bidder. In addition, list the type of work the subcontractor will perform, and; (if applicable) its Department of Industrial Relations (DIR) registration number and its California Contractor’s license number:

Name of
Subcontractor
Address Type of Work Contractor
License # (if any)
DIR
Registration #
(if any)

N/A N/A

N/A N/A
Bidder Company Name:
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
35 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.0 SCOPE OF WORK:

The City of Modesto is requesting on On-Site Tire Technician for the Public Works, Fleet Division. The Tire Technician shall perform tire inspection, repair and replacement services for City vehicles, trailers, light/medium/heavy-duty trucks, heavy-duty off-road equipment and over-sized tires.

The selected vendor shall provide a comprehensive pricing structure for the following:
 Service and repairs for light-duty tires
 Service and repairs for medium duty tires
 Service and repairs for heavy-duty tires
 Service and repairs for off-road and over-sized tires Pricing must differentiate between on-site service at City facilities and field service call to off-site or remote locations. The technician must be available Monday through Saturday, during regular business hours (7:00am to 4:30pm), with a response time of no more than two hours for all scheduled and unscheduled service requests.

Additionally, the vendor must provide pricing for weekend and after-hours services.

1.1 GENERAL REQUIREMENTS:

A. The Tire Technician shall repair or replace damaged or unusable tires using the City’s inventory.

B. The Tire Technician must be capable of mounting and dismounting tires of various sizes and weights, from light-duty to over-sized and heavy-duty tires.

C. Inspections: The Tire Technician shall perform thorough inspections, including but not limited to:

1. Checking air pressure, flats, nails, cuts, cracks, defects, mismatched tires, irregular wear, tread depth, or other issues that may deem the tire(s) unsafe for operation.

2. Replacing tires when the tread depth reaches legal limits or when requested by Fleet Staff.

D. Service: The Tire Technician will conduct necessary repairs or replacements using the City’s inventory, when inventory is insufficient, will supply replacement tires under a City-approved contract or cooperative agreement.

1.2 EQUIPMENT:

A. City Provided Equipment: The City shall provide air, jack stands, a wheel balancer, a tire changer (for light-duty vehicles only), and a tire gun. Specialized equipment may be available upon request.

B. Tire Technician Provided Equipment: The vendor must provide:

1. A work truck capable of transporting all necessary equipment.

2. Tools and equipment required for mounting, dismounting and repairing tires as specified within the scope of work.

3. Labor and all necessary safety gear for on-site and field services. #12..
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
36 1.3 PRICING REQUIREMENTS:

The vendor shall submit a pricing proposal that includes:

A. On-Site Service Pricing: A breakdown of costs for service and repairs of light-duty, medium-duty, heavy-duty, off-road and over-sized tires at City locations.

B. Field Service Call Pricing: A breakdown of costs for service and repairs at off-site or remote locations.

C. Labor and Equipment Costs: Separate cost lines for labor (hourly rates) and any additional charges for equipment or special services,
D. Tire Costs:

1. If using City inventory, no additional tire costs should be included.

E. Weekend and After-Hours Rates: Specify rates for services provided outside of regular business hours, including weekends and holidays, distinguishing between on-site and field service calls.

1.4 RESPONSE TIME REQUIREMENTS:

A. The vendor must ensure the Tire Technician can respond to service requests within two hours during regular business hours (7:00am to 4:30pm), Monday through Saturday.

B. For after-hours and weekend service requests, the vendor must prov guaranteed response times and corresponding pricing.

1.5 CITY REPRESENTATIVE:

Work under any resulting contract shall be performed under the general technical guidance and direction of the City of Modesto’s representative, Larry Devereaux, Fleet Manager, at (209) 342-2214. The City Representative is not authorized to commit the City to changes in specifications, requirements, scope of work, or changes in price(s), period of performance, delivery date(s) or method of shipment.

Changes of a contractual or business nature shall be effective only by written change to the contract, issued by the City of Modesto Purchasing Division or by the Purchasing Manager or her designee.

1.6 REQUIRED LICENSES:

Prior to beginning any service that shall be furnished under this specification, the Bidder shall secure the appropriate Business/Delivery license from the City of Modesto. Business/Delivery license information may be obtained by calling (209) 577-5389 or emailing [email protected]. The successful Bidder shall maintain a City of Modesto business license for the duration of the agreement.

1.7 TERM OF AGREEMENT:

The term of the agreement shall be for a period of two years with three (3) one-year extension options at the sole discretion of City, for a total of up to five (5) years.

A. Pricing shall remain firm for the first two years of any agreement, which may be awarded pursuant to this IFB.

B. Price increases for subsequent agreement years three, four, and five, shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one agreement year, and shall be negotiated through the #12..
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INVITATION FOR BIDS # 2425-27

TIRE TECHNICIAN SERVICES FOR

FLEET SERVICES
37 Purchasing Division. Requests for price increases shall be submitted by Contractor(s) in writing, ninety (90) days prior to the annual anniversary date of the agreement to be effective for the subsequent year.

C. Price adjustments for diesel fuel fluctuations may be considered. Thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division and approved at the sole discretion of the CITY.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data. #12..
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38 SAMPLE ANNUAL AGREEMENT –
TIRE TECHNICIAN SERVICES FOR FLEET SERVICES IFB 2425-27 This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _______ day of ________________, 20 , by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and , a , hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 20 -______ authorizing the Award of Bid and agreement for the TIRE TECHNICIAN SERVICES FOR FLEET SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B”, and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the TIRE TECHNICIAN SERVICES FOR FLEET SERVICES as described in IFB 2425-27, attached hereto as Exhibit “C”, and made a part hereof (hereinafter called IFB). #12..
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39 NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a. CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, and insurance necessary to perform and complete the required work as specified in Exhibit “B”, and in strict accordance with the conditions of the complete AGREEMENT. b. CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c. CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d. CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e. CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $ . The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $ . Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown in the Bid attached hereto as Exhibit B.

AGREEMENT PRICING
[TBD – Insert Pricing Table Here]

2. CITY REPRESENTATIVE:

CITY Representative: Larry Devereaux, Fleet Manager, (209) 342-2214, [email protected]
Purchasing Representative: Nani Hollingsworth, Assistant Buyer, (209) 577-5296 [email protected]
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40 The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

3. CONTRACTOR CONTACT:

Click or tap here to enter text.

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with three (3) one-year extension options at the sole discretion of CITY, for a total of up to five (5) years.

Year 1: MONTH DD, 20 through MONTH DD, 20
Year 2: MONTH DD, 20 through MONTH DD, 20
Year 3: MONTH DD, 20 through MONTH DD, 20
Year 4: MONTH DD, 20 through MONTH DD, 20
Year 5: MONTH DD, 20 through MONTH DD, 20
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price adjustments for diesel fuel fluctuations may be considered. Thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division and approved at the sole discretion of the CITY.
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41 The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data.

5. LIABILITY INSURANCE:

During the term of this AGREEMENT, CONTRACTOR shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (D) to this AGREEMENT and shall otherwise comply with the other provisions of Exhibit (D) to this AGREEMENT. The city utilizes a software program “PINS Advantage” where vendors are responsible for uploading and maintaining updated insurance.

6. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number
 CITY department/division name and address
 Billing period
#12..
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42  Service hours worked day and week
 Unit price, extended price, sales tax and total

7. INDEMNITY:

8. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California
This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of law’s provisions or principles.

9. ATTORNEYS’ FEES:

If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to #12..
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43 reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:
a. Proofs of insurance (approved by CITY Risk Manager); and b. Resolution No.20 -_______;
c. CONTRACTOR Bid submittal;
d. IFB No. 2425-27;
e. Contractor’s City of Modesto business license

11. TERMINATION OF SERVICES:

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
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44 a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES; h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date. #12..
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45 CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; k. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

12. COMPLIANCE WITH ALL LAWS:

13. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
#12..
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46 a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

14. ASSIGNMENT OF RIGHTS:

15. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein. #12..
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47 16. Contractor's Responsibility for Damages:

17. NOTICES:

CONTRACTOR: Click or tap here to enter text.

Click or tap here to enter text.

CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

18. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and has full authority to, execute the AGREEMENT.

19. QUANTITIES:

No minimum or maximum is guaranteed or implied.
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48 20. FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council.

Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

22. NON-DISCRIMINATION:

A. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title #12..
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49 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full.
b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The CONTRACTOR shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT.
e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

23. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses and shall secure and maintain all necessary permits necessary to perform the SERVICES.

24. RECORDS:

All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby #12..
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50 agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

25. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT.

CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “A” and “B”, and only under the terms and conditions set forth herein.

26. INDEPENDENT CONTRACTOR; NOT AGENT:

Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

27. DRUG FREE WORKPLACE:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

29. WAIVER:

30. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

31. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

32. ENTIRE AGREEMENT:

CITY OF MODESTO, CONTRACTOR
A municipal corporation
By: __________________________ By: _________________________________ JOSEPH P. LOPEZ, (Signature)
City Manager
By: _________________________________
(Name & Title)
ATTEST: Date: _______________________________
By: __________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk

(SEAL)

APPROVED AS TO FORM:

By: ____________________________
JOSE M. SANCHEZ,
City Attorney

By: ____________________________

MATHEW BRALEY, ARM-PE,
Risk Manager
#12..
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54 Exhibit D:

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
#12..
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55 The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Verification of Coverage
Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and #12..
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56 endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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Page 1 of 3 ends

Exhibit D:

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

The insurance policies are to contain, or be endorsed to contain, the following provisions:
#12..
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Page 2 of 3 ends

Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.
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Page 3 of 3 ends

Verification of Coverage
Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
#12..
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1 EXHIBIT E - PRICING SCHEDULE
AGREEMENT# 298461
TIRE TECHNICIAN SERVICES – On-Site Services UNIT COST
Labor Rate $75.00 /hr.

Service and Repairs for Light-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Medium-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Heavy-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Off-Road and Over-Sized Tires: (describe) INCLUDED IN

HOURLY RATE
Additional Charges for Equipment or Special Services: (describe) N/A
TIRE TECHNICIAN SERVICES – Field Service Call UNIT COST Labor Rate $95.00 /hr.

Service and Repairs for Light-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Medium-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Heavy-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Off-Road and Over-Sized Tires: (describe) INCLUDED IN

HOURLY RATE
Additional Charges for Equipment or Special Services: (describe) N/A
TIRE TECHNICIAN SERVICES – On-Site Weekends, After Hours & Holidays UNIT COST Labor Rate $105.00 /hr.
#12..
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2 Service and Repairs for Light-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Medium-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Off-Road and Over-Sized Tires: (describe) INCLUDED IN

HOURLY RATE
Additional Charges for Equipment or Special Services: (describe) N/A
TIRE TECHNICIAN SERVICES – Field Service Call Weekends, After Hours & Holidays

UNIT COST
Labor Rate $105.00 /hr.

Service and Repairs for Light-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Medium-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Heavy-Duty Tires: (describe) INCLUDED IN

HOURLY RATE
Service and Repairs for Off-Road and Over-Sized Tires: (describe) INCLUDED IN

HOURLY RATE
Additional Charges for Equipment or Special Services: (describe) N/A
Additional Services: (n/a) $________________________N/A____________/UOM #12..
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UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION
1 On-Site Services 1 per hour $75.00 $75.00 $141.00 $141.00 $125.00 $125.00 2 Field Service Call 1 per hour $95.00 $95.00 $141.00 $141.00 $125.00 $125.00 3 On-Site Weekends, After Hours & Holidays 1 per hour $105.00 $105.00 $141.00 $141.00 $150.00 $150.00 4 Field Service Call Weekends, After Hours & Holidays 1 per hour $105.00 $105.00 $141.00 $141.00 $150.00 $150.00 5 6
7 SUB-TOTAL: $380.00 $564.00 $550.00
SALES TAX 8.875%: Non Taxable Services $0.00 $0.00 $0.00 1% Epay Option -$3.80 -$5.64 -$5.50
TOTAL: $376.20 $558.36 $544.50
On-Site Services 3 HR Minimum On-Site Services
& Field Services
Field Service Time begins
from their
Stockton
location: 3730 N
Wilson Way.

UNIT OF
ITEM # ITEM/DESCRIPTION QTY ISSUE
There is an
additional
$125.00/hr for
Mobile Press for
Industrial Tires
Stockton, CA
Brannon Tire
Turlock, CA

CITY OF MODESTO
PO BOX 642 MODESTO CA 95353
IFB NO. 2425-27 TIRE TECHNICIAN SERVICES FOR FLEET SERVICES Modesto, CA
McCoy Truck Tire Service Center Southern Tire Mart LLC
#12..
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#12..
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#12..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

August 26, 2025
Date: July 28, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Public Works Director
DeAnna Christensen, Director of Finance
SUBJECT: Equipment Parts and Service Agreements – Altec, Keyes, and Bonander CONTACT: Patrick Crowley, Senior Public Works Manager, [email protected], 209-342-2274
DESCRIPTION:

Consider approving Agreements for the purchase of Equipment and Vehicle Parts and Repair Services with Altec Industries, Inc., Dixon, CA; Keyes Truck Center, Keyes, CA; and Bonander Truck and Trailer, Turlock, CA for a total combined amount not to exceed $1,010,000 over five years. (Funding Source: Fleet Fund, Outside Service Agreements) STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2025-2026 Two-Year Strategic Plan Element:

Governance and Service Delivery: Goal H: “Achieve long-term financial sustainability;” Strategy No. 1: Develop a strategy for long-term financial sustainability.

BACKGROUND:

Public Works Fleet Services Division (Fleet) maintains and services approximately 1,580 vehicles, heavy equipment, buses, fire trucks, trailers, and other miscellaneous equipment citywide. Additionally, Fleet has contract maintenance services with Stanislaus Regional Transit Authority (StanRTA) for countywide transit buses and five fire districts.

Each vehicle or piece of equipment has numerous parts to make the unit function safely and efficiently. Components can fail or break on any piece of equipment. Oftentimes it is impossible to predict these failures, and preparing a list of parts that will be required in any given Fiscal Year is not feasible. Downtime for any piece of equipment means that a crew or individual cannot perform their job duties, adversely impacts operations, and impacts service delivery to the community.

An authorized agreement is necessary to provide efficient, effective, and timely repairs to provide the equipment necessary to support public services for the community and provide the ability to execute repairs, purchase components, and utilize repair services. Establishing these #13..
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Equipment Parts and Service Agreements – Altec, Keyes, and Bonander

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new agreements will allow Fleet to obtain the parts required to maintain and repair vehicles and equipment in a timely manner and the repair services will provide additional support for in-house mechanics, reducing downtime for equipment and staff.

DISCUSSION:

The vehicle maintenance and repair services provided by Public Works Fleet Division have increased noticeably with the quantity of trailers (including specialized trailers), medium and heavy-duty vehicles, including specialized engines. New fleet vehicles have also been added to the City’s inventory with the addition or increase of City programs funded through Measure H which required the purchase of new equipment, amounting to well over one hundred new vehicles in the past fiscal year. This, combined with aging equipment and industry price escalations for labor, parts, and materials, has had a significant impact on budgets and vehicle availability. As part of this review, the City Fleet Services Division has determined there is a critical need to have agreements with these local vendors based on the discount pricing, quick delivery and availability of these parts and repair services. The fleet parts these vendors provide include the following miscellaneous heavy-duty truck and fire apparatus repairs and replacement parts; including brakes, filters, emission controls, and specialty parts necessary to maintain City owned and operated heavy-duty vehicles. These vendors are located in Dixon, Keyes, and Turlock California and provide quick turnaround for deliveries to the Jefferson Corporation Yard for the parts required for the City’s Fleet inventory. The Finance Department Purchasing Division evaluated similar parts with other competitive vendors and these three vendors were the lowest cost.

Altec Industries, Inc. (Altec)
Altec is the authorized Altec dealer and distributor of specialized equipment, including parts and service. There are no other retailers or dealers currently authorized by Altec to distribute ALTEC original equipment manufacturer (OEM) parts; this is a sole source provider of service and parts for Altec equipment and vehicles. The City owns, operates, and maintains a variety of vehicles providing Altec equipment to the Forestry, Electrical, Water, and Wastewater Divisions. They also specialize in accessories and maintenance for maintaining vehicles serving utilities, telecommunications, tree care, lights, and signs. Based on historical spending, staff estimates the cost for parts and service agreements with Altec at $25,000 annually, not to exceed $125,000 over five years.

Keyes Truck Center (Keyes)
Keyes Truck Center is the local authorized OEM Freightliner, RIZON, and Battle Motors dealer and service provider. Currently, Public Works Fleet Services supports various City Departments with 33 Freightliner vehicles. Based on historical spending, staff estimates the cost for parts and service agreements with Keyes at $57,000 annually, not to exceed $285,000 over five years.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. However, MMC 8-3.204(b) provides that a purchase may be exempted from the City's formal bidding requirement where the Purchasing Agency's requirements can be met solely by a single article or process. Here, Altec and Keyes should be exempt from the formal bidding procedure since they are the original equipment manufacturer authorized dealership and the only vendor that is able to service the equipment. Therefore, staff recommends the part acquisition and repair services of this Agreement to Altec and Keyes should be exempt from the #13..
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Equipment Parts and Service Agreements – Altec, Keyes, and Bonander

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formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(b) since Altec and Keyes are the Sole Providers of parts and repair services.

Bonander Truck and Trailer (Bonander)
Bonander is a local firm that specializes in Western Star, Detroit, and GMC trucks, service, and parts. They have the ability to provide replacement parts for this equipment, critical services, repair, and replacement parts in a timely manner. The ability to execute these repairs and to purchase components utilizing an authorized agreement will provide improved efficiency and minimize downtown of the equipment. Based on historical spending, staff estimates the cost for parts and service agreements with Bonander at $120,000 annually, not to exceed $600,000 over five years.

Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” MMC 8-3.204(d) also provides that a purchase may be exempted where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set forth in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality. The parts and service agreement with Bonander has been evaluated by Purchasing and determined the to result in a procurement for the City at the lowest possible cost commensurate with the desired service and parts as required by Fleet to provide timely and adequate service for critical vehicles for the City. Therefore, these purchases qualify for exemption from the formal bidding procedures.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year (FY) 2024-25 to cover the cost for these agreements. The primary funding source for these agreements will be the Fleet Fund (5400), and secondary funding sources will include outside service agreements such as fire service contracts and StanRTA.

Below is a summary of the last five years of spending for the three vendors, which includes both parts and services.

Expenditures Altec Keyes Bonander Totals
2021 $ 19,050 - $ 16,031 $35,081
2022 $ 14,316 $ 24,644 $ 9,693 $48,653
2023 $ 20,581 $ 22,770 $ 20,314 $63,665
2024 $ 15,043 $ 48,640 $ 88,642 $152,325
2025 (year to July) $ 19,860 $ 25,613 $ 112,448 $157,921 Sub-Total $ 88,850 $ 121,667 $ 247,128 $457,645
Projected spending over the next five years for both the parts and service agreements for all three vendors is below. The pricing increase over the next five-year period includes estimated increased costs for labor and materials. These anticipated increases have been evaluated based upon the increased age of the City’s fleet, increasing labor rates, and the increased costs of replacement parts due in part impacted from global pressures on the purchase price of part #13..
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Equipment Parts and Service Agreements – Altec, Keyes, and Bonander

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procurements. Spending across all three vendors is not anticipated to exceed $1,010,000 over five years.

Expenditures Altec Keyes Bonander Totals
Year 1 $ 25,000 $ 57,000 $ 120,000 $202,000
Year 2 $ 25,000 $ 57,000 $ 120,000 $202,000
Year 3 $ 25,000 $ 57,000 $ 120,000 $202,000
Year 4 $ 25,000 $ 57,000 $ 120,000 $202,000
Year 5 $ 25,000 $ 57,000 $ 120,000 $202,000
Sub-Total $ 125,000 $ 285,000 $ 600,000 $1,010,000
COMMITTEE RECOMMENDATION:

This project was presented to the Finance Committee on April 21, 2025, where it was recommended that it be forwarded to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving Agreements for the purchase of Equipment and Vehicle Parts and Repair Services with Altec Industries, Inc., Dixon, CA; Keyes Truck Center, Keyes, CA; and Bonander Truck and Trailer, Turlock, CA for a two-year Agreement with three one-year extension options for an annual combined estimated amount of $202,000 and a total combined amount not to exceed $1,010,000 over five years, and authorizing the City Manager, or his designee to execute the Agreements.

Approved by:

Bill Sandhu, Public Works Director
DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Parts Agreement 290208 – Altec Industries

3. Service Agreement 290207 – Altec Industries

4. Pricing Schedule - Altec Industries

5. Sole Source Letter - Altec Industries

6. Parts Agreement 284421 – Keyes Truck Center

7. Parts Agreement 284421 – Keyes - Parts Pricing Schedule

8. Service Agreement 283666 – Keyes Truck Center

9. Service Agreement 283666 – Keyes - Service Pricing Schedule

10. Parts Agreement 285282 – Bonander Auto, Truck and Trailer #13..
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Equipment Parts and Service Agreements – Altec, Keyes, and Bonander

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11. Parts Agreement 285282 – Bonander Auto, Truck and Trailer - Parts Pricing Schedule

12. Service Agreement 284301 – Bonander Auto, Truck and Trailer

13. Service Agreement 284301 – Bonander Auto, Truck and Trailer - Service Pricing Schedule

14. Levine Act Disclosure – Altec Industries

15. Financial Interest Disclosure – Altec Industries

16. Levine Act Disclosure – Keyes Truck Center

17. Financial Interest Disclosure – Keyes Truck Center

18. Levine Act Disclosure – Bonander Auto, Truck and Trailer

19. Financial Interest Disclosure – Bonander Auto, Truck and Trailer #13..
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07/29/2025/PW/PCrowley 1

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XXX

RESOLUTION APPROVING AGREEMENTS FOR THE PURCHASE OF

EQUIPMENT AND VEHICLE PARTS AND REPAIR SERVICES WITH ALTEC INDUSTRIES, INC., DIXON, CA; KEYES TRUCK CENTER, KEYES, CA; AND

BONANDER TRUCK AND TRAILER, TURLOCK, CA FOR A TWO-YEAR

AGREEMENT WITH THREE ONE-YEAR EXTENSION OPTIONS FOR AN
ANNUAL ESTIMATED AMOUNT OF $202,000 AND A TOTAL COMBINED AMOUNT NOT TO EXCEED $1,010,000 OVER FIVE YEARS; AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE

THE AGREEMENTS
WHEREAS, the City Fleet Services Division (Fleet) services and maintains 1,580 in-service vehicles, heavy equipment, buses, fire trucks, trailers, and other miscellaneous equipment for all areas of the City. Additionally, Fleet has contract maintenance services with Stanislaus Regional Transit Authority (StanRTA) for countywide transit buses and five fire districts; and
WHEREAS, each vehicle or piece of equipment has numerous parts to make the unit function safely and efficiently. Components can fail or break on any piece of equipment. Often it is impossible to predict these failures, and preparing a list of parts that will be required in any given Fiscal Year is not feasible. Downtime for any piece of equipment means that a crew or individual cannot perform their job duties, adversely impacts operations, and impacts service delivery to the community; and WHEREAS, an authorized agreement is necessary to provide efficient, effective and timely repairs to provide the equipment necessary to support public services for the community and provide the ability to execute repairs, purchase components, and utilize repair services. Establishing these new agreements will allow Fleet to obtain the parts required to maintain and repair vehicles and equipment in a timely manner and the repair #13..
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07/29/2025/PW/PCrowley 2
services will provide additional support for in-house mechanics, reducing downtime for equipment and staff; and
WHEREAS, Altec is the authorized Altec dealer and distributor of specialized equipment, including parts and service. There are no other retailers or dealers currently authorized by Altec to distribute ALTEC original equipment manufacturer (OEM) parts; this is a sole source provider of service and parts for Altec equipment and vehicles. The City owns, operates, and maintains a variety of vehicles providing Altec equipment to the Forestry, Electrical, Water, and Wastewater Divisions. They also specialize in accessories and maintenance for maintaining vehicles serving utilities, telecommunications, tree care, lights and signs. Based on historical spending, staff estimates the cost for parts and service agreements with Altec at $25,000 annually, not to exceed $125,000 over five years; and
WHEREAS, Keyes Truck Center is the local authorized OEM Freightliner, RIZON, and Battle Motors dealer and service provider. Currently Public Works Fleet Services supports various City Departments with 33 Freightliner vehicles. Based on historical spending, staff estimates the cost for parts and service agreements with Keyes at $57,000 annually, not to exceed $285,000 over five years; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. However, MMC 8-3.204(b) provides that a purchase may be exempted from the City's formal bidding requirement where the Purchasing Agency's requirements can be met solely by a single article or process. Here, Altec and Keyes should be exempt from the formal bidding procedure since they are the #13..
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07/29/2025/PW/PCrowley 3
original equipment manufacturer authorized dealership and the only vendor that is able to service the equipment. Therefore, staff recommends the part acquisition and repair services of this Agreement to Altec and Keyes should be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(b) since Altec and Keyes are the Sole Providers of parts and repair services; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” MMC 8-3.204(d) also provides that a purchase may be exempted where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set forth in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality. The parts and service agreement with Bonander has been evaluated by Purchasing and determined the to be result in a procurement for the City at the lowest possible cost commensurate with the desired service and parts as required by Fleet to provide timely and adequate service for critical vehicles for the City. Therefore, these purchases qualify for exemption from the formal bidding procedures.

NOW, THEREFORE BE IT RESOLVED, by the Council of the City of Modesto that it hereby approves Agreements for the purchase of Equipment and Vehicle Parts and Repair Services with Altec Industries, Inc., Dixon, CA; Keyes Truck Center, Keyes, CA; #13..
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07/29/2025/PW/PCrowley 4
and Bonander Truck and Trailer, Turlock, CA for a two-year Agreement with three oneyear extension options, for an annual estimated amount of $202,000, and a total combined amount not to exceed $1,010,000 over five years.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the agreements in a form approved by the City Attorney.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 26th day of August 2025, by __________________ who moved its adoption, which motion being duly seconded by __________________, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ______________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
#13..
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1 ALTEC INDUSTRIES INC ANNUAL PURCHASE AGREEMENT – PARTS ONLY AGREEMENT # 290208
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Altec Industries Inc., an Alabama Corporation, hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-___ authorizing an agreement for the purchase of fire fleet materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the VENDOR provided a sole source letter that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the purchase of Parts as detailed at https://www.altec.com/altec-connect/, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of TWO YEARS with THREE one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: AUGUST 27, 2025 THROUGH AUGUST 26, 2026
Year two: AUGUST 27, 2026 THROUGH AUGUST 26, 2027
Year three: AUGUST 27, 2027 THROUGH AUGUST 26, 2028
Year four: AUGUST 27, 2028 THROUGH AUGUST 26, 2029
Year five: AUGUST 27, 2029 THROUGH AUGUST 26, 2030

2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $12,500. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $62,500.
#13..
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2 B. Pricing during AGREEMENT Year one shall be as set forth as detailed at https://www.altec.com/altecconnect/.

C. Price increases for subsequent years two, three, four and five shall be updated annually on or about February 1st of each year. Additional price increases may be required in line with current market trends.

Current pricing for parts can be found at https://www.altec.com/altec-connect/.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

4. ORDERING: Vendor shall deliver GOODS to the location specified within CITY’s purchase order. Unless otherwise specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

5. PAYMENT: All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected] . As specified by the Purchasing Division, every invoice must reference this AGREEMENT number or CITY’s purchase order number. VENDOR will be paid by CITY “Net 30 terms via CITY’s ePay Program”.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless mutual agreement of the parties or the sole discretion of the City.

7. TERMINATION:

A. In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 30 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

B. CITY may terminate this AGREEMENT for convenience upon thirty (30) days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud. #13..
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3 9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and noted as a separate line item on the invoice. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

11. CHANGES: A purchase order may at any time, by written order of the CITY, be changed in regard to the GOODS to be furnished, quantities ordered, unit price, discount, delivery point or arrangements, terms or any other matters affecting a valid PO. In the event such change causes an increase or decrease in the cost of performance hereunder, and equitable adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given therefore.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR will facilitate all warranties for the GOODS that are offered by the manufacturer. GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order.

Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall help facilitate resolution through the manufacturer, including transportation/freight.

13. INSURANCE: Any purchase order where work, maintenance, or service is performed on CITY property requires appropriate insurance. VENDOR shall ensure proper insurance certificates are on file with the CITY prior to performing onsite work. Contact CITY’s Purchasing Division to verify the type of insurance required.

14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.

15. INDEMNITIES:

A. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR’s, or the GOODs’, infringement of trademarks, patents, copyrights and unfair competition action with to any third party.

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, to the extent arising out of any negligent act or omission or willful misconduct of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the performance of its obligations under this AGREEMENT. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR. #13..
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4 16. GOVERNING LAW: This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

17. VENUE: Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. ATTORNEYS’ FEES. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order, except to the extent caused by the negligence or willful misconduct of the CITY. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it, except to the extent caused by the negligence or willful misconduct of the CITY..

20. NOTICES: Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid addressed as follows:

CONTRACTOR: Altec Industries Inc
Attn: General Counsel
210 Iverness Center Dr
Birmingham, AL 35242
CITY: City of Modesto
Nani Hollingsworth, Assistant Buyer
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5296
Email: [email protected]
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT. #13..
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5 23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

24. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attestation by its City Clerk under authority of Resolution No. 2025-______, adopted by the Council of the City of Modesto on the ______ day of ________________, 2025, and Altec Industries, Inc. has caused this AGREEMENT to be duly executed as of the Effective Date.
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1 AGREEMENT# 290207 – FOR FLEET SERVICES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Altec Industries Inc, an Alabama Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-______ authorizing an agreement for FLEET SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a sole source letter that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for SHOP RATE SERVICE as described in Price Schedule, attached hereto as Exhibit “C” and made a part hereof (hereinafter called Price Schedule).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and #13..
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2 insurance necessary to perform and complete the required work and in strict accordance with the conditions of the complete AGREEMENT.
b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $12,500. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $62,500. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Listed in Exhibit C

2. CITY REPRESENTATIVE:

CITY Representative is: Patrick Crowley, Fleet Manager, 209-342-2214, [email protected]
Purchasing Representative: Nani Hollingsworth, Assistant Buyer, 209-577-5296, [email protected]
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division. #13..
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3 3. CONTRACTOR CONTACT: Altec Service
John Denny, Area Service Manager
325 Industrial Way
Dixon, CA 95620
530-304-9666
[email protected]

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: AUGUST 27, 2025 through AUGUST 26, 2026
Year 2: AUGUST 27, 2026 through AUGUST 26, 2027
Year 3: AUGUST 27, 2027 through AUGUST 26, 2028
Year 4: AUGUST 27, 2028 through AUGUST 26, 2029
Year 5: AUGUST 27, 2029 through AUGUST 26, 2030
Price increases for any subsequent AGREEMENT years two, three, four and five shall be updated annually on or about February 1st of each year. Additional price increases may be required in line with current market trends. Current pricing for parts can be found at: https://www.altech.com/altec-connect/.

Price adjustments for diesel fuel fluctuations may be considered. A thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division, and approved at the sole discretion of the CITY.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data

5. LIABILITY INSURANCE:

The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given #13..
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4 to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limity shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Vendor must show proof of Garage Liability with a minimum limit of liability per occurrence of $1,000,000 and Garage Keeper’s Liability with a minimum of $75,000 coverage.The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation. #13..
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5 The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A-:VII or with approval of the CITY’s Risk Manager.

For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

6. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number 290207
 CITY department/division name and address
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6  Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, to the extent arising out of any negligent act or omission or willful misconduct of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

8. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

9. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose. #13..
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7 10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2025-_______;
b. CONTRACTOR Bid submittal;

11. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and #13..
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8 interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final #13..
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9 payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

12. COMPLIANCE WITH ALL LAWS:

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. #13..
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10 Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

14. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

15. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

16. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

17. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:
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11 CONTRACTOR: Altec Industries Inc
Attn: General Counsel
210 Iverness Center Dr
Birmingham, AL 35242
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

18. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

19. QUANTITIES: No minimum or maximum is guaranteed or implied.

20. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

23. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.
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13 24. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

25. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

26. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

27. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.
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14 28. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

29. WAIVER:

30. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

31. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

32. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

33. PARTIAL INVALIDITY:

If any provision in this AGREEMENT is held by a court of competent jurisdiction to be #13..
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15 invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

SHOP AND MOBILE SERVICE LABOR RATES

TYPE HOURLY RATE
SHOP SERVICE $175
MOBILE SERVICE (TRAVEL) $190
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Altec Industries, Inc.
210 Inverness Center Drive
Birmingham, AL 35242
Monday, February 10, 2025
Nani Hollingsworth
Dear Nani,
Altec is proud to provide products and services that help crews work SAFER & SMARTER.

Altec is committed to bringing you the services and products you need as the provider for Altec OEM parts and accessories. There are no other retailers or dealers currently authorized by Altec to distribute ALTEC OEM parts. ANSI Standards for aerial devices and other Altec manufactured products contain the following requirement or its equivalent:

ANSI A92.2 2009

8.9 Parts. When parts or components are replaced
they shall be identical in specification and function
to the original aerial device parts or components or
shall provide an equal or greater factor of safety.

Altec does not review or approve parts from outside its supply chain. Purchasing replacement parts for Altec units from another source may void the warranty supported by Altec Industries, Inc. Altec denies responsibility for determining if such parts meet the requirement above, and would demand such proof prior to considering any warranty claims submitted. Altec expressly disclaims any and all: warranties, implied warranties of fitness for a particular purpose, liabilities, including liability for property damage, personal injury or death, for any externally sourced part(s), or due to failure of said part(s).

For additional assistance with Parts, Tools, & Accessories, Shop Service, or Mobile Service/Technical Support, please call 1-877-GO ALTEC.

Sincerely,
John Denny
Area Service Manager
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1 KEYES TRUCK CENTER ANNUAL PURCHASE AGREEMENT – PARTS ONLY AGREEMENT # 284421
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Keyes Truck Center hereinafter called

VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-___ authorizing the an agreement for the fleet materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the VENDOR provided a Schedule for Parts Discount that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of TWO YEARS with THREE one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: AUGUST 27, 2025 THROUGH AUGUST 26, 2026
Year two: AUGUST 27, 2026 THROUGH AUGUST 26, 2027
Year three: AUGUST 27, 2027 THROUGH AUGUST 26, 2028
Year four: AUGUST 27, 2028 THROUGH AUGUST 26, 2028
Year five: AUGUST 27, 2029 THROUGH AUGUST 26, 2030

2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $28,500. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $142,500.
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2 B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit B Pricing Schedule, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12 month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area. Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least 60 days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless mutual agreement of the parties or the sole discretion of the CITY.

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon thirty (30) days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth #13..
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3 above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

15. INDEMNITIES:

VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

16. GOVERNING LAW: This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

CONTRACTOR: Keyes Truck Center
Clay Costa, Parts Manager
4845 N. Golden State Blvd
Keyes, CA 95328
209-526-3126
[email protected]
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
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5 Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

EXHIBIT B

KEYES TRUCK CENTER

PRICING SCHEDULE
• 10%-30% DISCOUNT – depending on the brand purchased
• In addition, there is a monthly variable monthly discount when parts are ordered online.
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1 AGREEMENT# 286366 – FOR FLEET SERVICES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Keyes Truck Center, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-______ authorizing an agreement for FLEET SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for SHOP RATE SERVICE as described in Price Schedule, attached hereto as Exhibit “B” and made a part hereof (hereinafter called Price Schedule).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work, and in strict accordance with the conditions of the complete AGREEMENT.
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2 b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $28,500. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $142,500. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Listed in Exhibit B

2. CITY REPRESENTATIVE:

CITY Representative is: Patrick Crowley, Fleet Manager, 209-342-2214, [email protected]
Purchasing Representative: Nani Hollingsworth, Assistant Buyer, 209-577-5296, [email protected]
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division. #13..
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3 3. CONTRACTOR CONTACT: Keyes Truck Center
Paul Tuttle, Service Manager
4845 N. Golden State Blvd.

Keyes, CA 95328
209-581-1625
[email protected]

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: AUGUST 27, 2025 through AUGUST 26, 2026
Year 2: AUGUST 27, 2026 through AUGUST 26, 2027
Year 3: AUGUST 27, 2027 through AUGUST 26, 2028
Year 4: AUGUST 27, 2028 through AUGUST 26, 2029
Year 5: AUGUST 27, 2029 through AUGUST 26, 2030
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data

5. LIABILITY INSURANCE:

The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such #13..
- 1038 -
4 insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Vendor must show proof of Garage Liability with a minimum limit of liability per occurrence of $1,000,000 and Garage Keeper’s Liability with a minimum of $75,000 coverage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.

6. PAYMENT:

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number 286366
 CITY department/division name and address
 Billing period
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6  Service hours worked day and week
 Unit price, extended price, sales tax and total

7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

8. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:
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7 Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2025-_______;
b. CONTRACTOR Bid submittal;
c. Contractor’s City of Modesto business license

11. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out #13..
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8 of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the #13..
- 1043 -
9 SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

12. COMPLIANCE WITH ALL LAWS:

Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

14. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of #13..
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10 action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

17. NOTICES:

CONTRACTOR: Keyes Truck Center
4845 N. Golden State Blvd
Keyes, CA 95328
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
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11 Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

18. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

19. QUANTITIES: No minimum or maximum is guaranteed or implied.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in #13..
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12 Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

24. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the #13..
- 1047 -
13 documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

28. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

29. WAIVER:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

31. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

32. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

33. PARTIAL INVALIDITY:

If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
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15 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2025-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2025 and Keyes Truck Center has caused this Agreement to be duly executed. #13..
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1 Exhibit B
Price Schedule
Keyes Truck Center
Service Price Unit
Shop Rates $205.00 Per Hour
Laptop Connection $95.00 Per Connection
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1 BONANDER AUTO, TRUCK & TRAILER, INC. ANNUAL PURCHASE AGREEMENT – PARTS ONLY AGREEMENT # 285282
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Bonander Auto, Truck & Trailer, Inc, a California Corporation, hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-___ authorizing an agreement for the fleet materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the VENDOR provided a Schedule for Parts Discount that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of TWO YEARS with THREE one-year extension options at the sole discretion of City, for a total of up to five years.

2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $60,000. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $300,000.
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2 B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit B Pricing Schedule, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless mutual agreement of the parties or the sole discretion of the CITY.

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon thirty (30) days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the #13..
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3 government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

15. INDEMNITIES:

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or #13..
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4 indirectly out of any negligent or intentional act or omission of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the performance of its obligations under this AGREEMENT. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

CONTRACTOR: Bonander Truck & Trailer
Derrick Russell
4520 N Golden State Blvd
Ph. 209-634-5834
[email protected]
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance. #13..
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5 22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

EXHIBIT B

BONANDER AUTO TRUCK & TRAILER

PRICING SCHEDULE
 35-40% DISCOUNT
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1 BONANDER AUTO, TRUCK & TRAILER, INC. ANNUAL
AGREEMENT #284301 – FOR FLEET SERVICES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Bonander Auto, Truck & Trailer, Inc., a California Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2025-______ authorizing an agreement for FLEET SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for SHOP RATE SERVICE as described in Price Schedule, attached hereto as Exhibit “B” and made a part hereof (hereinafter called Price Schedule).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “B”, and in strict #13..
- 1058 -
2 accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $60,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $300,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Listed in Exhibit B

2. CITY REPRESENTATIVE:

Bonander Truck & Trailer
Derrick Russell
4520 N Golden State Blvd
Ph. 209-634-5834
[email protected]

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: AUGUST 27, 2025 through AUGUST 26, 2026
Year 2: AUGUST 27, 2026 through AUGUST 26, 2027
Year 3: AUGUST 27, 2027 through AUGUST 26, 2028
Year 4: AUGUST 27, 2028 through AUGUST 26, 2029
Year 5: AUGUST 27, 2029 through AUGUST 26, 2030
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data

5. LIABILITY INSURANCE:
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4 The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limity shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Vendor must show proof of Garage Liability with a minimum limit of liability per occurrence of $1,000,000 and Garage Keeper’s Liability with a minimum of $75,000 coverage.The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall #13..
- 1061 -
5 not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.

6. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
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6 Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT #284301
 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

8. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

9. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall #13..
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7 be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2025-_______;
b. Contractor’s City of Modesto business license

11. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion #13..
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8 of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.
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9 CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

12. COMPLIANCE WITH ALL LAWS:

13. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.
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10 Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence.

17. NOTICES:

CONTRACTOR: Bonander Truck & Trailer
Derrick Russell
4520 N Golden State Blvd
Turlock, CA 95382
Ph. 209-634-5834
[email protected]
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

18. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

19. QUANTITIES: No minimum or maximum is guaranteed or implied.

22. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, #13..
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12 ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

24. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

27. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from #13..
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14 any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

28. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

29. WAIVER:

30. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

31. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

32. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties. #13..
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15 33. PARTIAL INVALIDITY:

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2025-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2025 and Bonander Auto, Truck & Trailer, Inc. has caused this Agreement to be duly executed.
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1 Exhibit B
Price Schedule
Bonander Auto Truck & Trailer
Service Price Unit
Shop Rates 185.00 Per Hour
Parts Discount 35-40%
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California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.

2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Councilmember(s):
___ NO
X
X
Docusign Envelope ID: 763B3871-38E6-4A99-BF25-E7F7DE5C44D8 #13..
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Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.

HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Altec Industries, Inc. / Marcus Tyrrell
Docusign Envelope ID: 763B3871-38E6-4A99-BF25-E7F7DE5C44D8 5/7/2025
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FINANCIAL INTEREST DISCLOSURE
Any contract award therewith will require approval by a majority vote of the City of Modesto’s City Council.

Vendor must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.

Financial Interest Disclosure to City of Modesto
The Vendor shall identify any person with a financial interest in the Vendor by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Vendor is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Vendor Receiving this Agreement:

Bidder Company Name:

Name of Vendor Signatory:

Signature of Vendor Representative:
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

August 26, 2025
July 30, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Director of Public Works
SUBJECT: Award Sisk Road Signal Coordination Project
CONTACT: Max Navarro, Associate Engineer, [email protected], 209-571-5116 DESCRIPTION:

Consider approving the Plans and Specifications for the Sisk Road Signal Coordination, CML 5059(264) Project, accepting the Bid and Awarding a Construction Contract to Bear Electrical Solutions, LLC of Alviso, CA in the amount of $731,713, authorizing $73,171 for contingency, for a total payment amount not to exceed $804,884. (Funding Source: Congestion Mitigation and Air Quality and Measure L Funds)
STRATEGIC PLAN ELEMENT:

This recommended action is in conformance with City of Modesto 2025-2026 Strategic Plan Element: “Quality of Life”, Goal D: “Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts”; Strategy No. Eleven:
“Finalize design, bidding, and start construction for major/high profile projects”.

BACKGROUND:

The City of Modesto Public Works Traffic Engineering Division applied for Congestion Mitigation and Air Quality (CMAQ) funds to construct fiber optic cable installation for the Sisk Road Signal Coordination project through Stanislaus Council of Governments (StanCOG). StanCOG approved the City of Modesto’s request for the CMAQ grant with construction funds approved in November 2023 in the amount of $1,025,128.

The Sisk Road Signal Coordination project will install fiber optic cable and connect eight traffic signals and equipment from Pelandale Avenue to Briggsmore Avenue and back to the City’s Advanced Traffic Management System (ATMS) operation center at 1010 10th Street.

This aligns with the Traffic Engineering Division’s Intelligent Transportation System goals and will allow staff to continuously monitor and improve signal performance on this frontage road connecting major commercial use properties.
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City Council August 26, 2025
Award Sisk Road Signal Coordination Project

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Modesto City CouncilAugust 26, 2025

Modesto City Council
August 26, 2025